Terms and Condition of service

These terms and conditions of service apply to viblio.com and app.viblio.com

1. RECITALS

1.1. APPRENDO S.r.l. has developed a platform (Software as a Service) called “VIBLIO”, of which it holds exclusive ownership rights. The Platform is designed to recommend content and/or learning paths provided by third-party Providers, based on the interests, roles, aptitudes, and characteristics of each individual User.

1.2. The below Terms and Conditions of Service – including any subsequent amendments – apply to all Agreements entered into with Customers who intend to make use of the information company services/products offered by APPRENDO S.r.l., including those offered through the VIBLIO Platform and/or potentially activated through Partners and/or executed via order forms. 

1.3. By using the Platform, the CUSTOMER declares to have fully understood and accepted these Terms and Conditions of Service (including the privacy policy) in their entirety.

2. DEFINITIONS

2.1. For the purposes of this Agreement, the Parties acknowledge the meaning of the following terms:

  • APPRENDO: the provider of information company services is Apprendo S.r.l., with registered office at Via Marinoni no. 12, 33100 Udine, Italy, VAT No. IT-03029040304, owner of the “Viblio” Platform and facilitator of the subsequent purchase of Services between the CUSTOMER and third-party content Providers, distinct from APPRENDO.
  • CUSTOMER: the natural or legal person (such as a company, association, sole proprietorship, professional, etc.), either public or private, who purchases one or more subscription services (hereinafter referred to as the “Services”) marketed by APPRENDO on the Website www.viblio.com and its extensions, such as auth.viblio.com, and/or through an Order Form (hereinafter referred to as the “Website”): 

for purposes related to their entrepreneurial, commercial, craft, or professional activity, if applicable, specifically referred to in this Agreement as “NON-CONSUMER CUSTOMER”;

for purposes not related to their entrepreneurial, commercial, craft, or professional activity, if applicable, specifically referred to in this Agreement as “CONSUMER CUSTOMER”; It is specified that a CONSUMER CUSTOMER may only be a natural person.

  • PARTIES: Apprendo and the CUSTOMER.
  • Agreement: these Terms and Conditions of Service, the Order Form, the Data Processing Agreement (Appointment as Data Processor pursuant to Article 28 of the GDPR), the SLAs, and the User Terms of Use. The Data Processing Agreement (Appointment as Data Processor pursuant to Article 28 of the GDPR) does not apply to CUSTOMERS who use the platform individually and personally, without enabling any Users.
  • SERVICES: individually or collectively, the information company services/products offered by APPRENDO S.r.l., as specified on the Website and/or in the Order Form and/or possibly activated after the signing of this Agreement.
  • USERS: it refers to individuals – whether employees, managers, collaborators, etc. of the CUSTOMER – who are authorized by the CUSTOMER to use VIBLIO.
  • VIBLIO PLATFORM: SaaS platform with remote access, featuring data storage and processing capabilities, made available to the CUSTOMER through the Website located at www.viblio.com, access to which is subject to the subscription of at least one plan. 
  • ACCESS CREDENTIALS: the authentication system through which it is possible to access and use the Platform, including identification codes and access keys. 
  • ACCOUNT: the profile created by the CUSTOMER containing all data and information – generally understood – relating to the CUSTOMER’s activity, the services provided by the CUSTOMER that are functional to the use of the APPRENDO Platform, payment methods, etc.
  • UPDATES AND DEVELOPMENTS: all updates, supplements, adaptations, developments, improvements, and modifications in general made by APPRENDO S.r.l. and/or by third-party owners of the software and hardware components that make up the APPRENDO Platform.
  • SOFTWARE LICENSE or SOFTWARE: it refers to any software provided (or made available) by APPRENDO S.r.l. or by third-party providers under this Agreement.
  • CONTENT: it refers to content provided by Content Providers (videos, podcasts, courses, etc.) that can be viewed and purchased by the CUSTOMER through the Platform. The details of the Content are provided directly by external Providers, who are solely responsible for updating prices, availability, information displayed on the Platform, and for the proper delivery of the Services.
  • APPLICABLE LAW: it means any law (including, but not limited to: legislative decrees, law decrees, regional or provincial laws, civil, criminal, administrative, tax and/or fiscal laws, royal decrees, decrees of the President of the Republic, decrees of the Presidency of the Council of Ministers, ministerial decrees, etc.), directive, regulation, rule, order, license, permit, authorization, judgment, decision or any other provision – of any kind and type, having regulatory or normative content – in force at the time of execution of this Agreement or entering into force thereafter, which is applicable and relevant to the content of this Agreement and/or the offer, commercialization, or sale of the Products and/or Services, as issued by the competent authority, including public security authorities, whether national, EU or non-EU, and specifically including Regulation (EU) 2016/679 (GDPR), the e-commerce directive, and the consumer code.
  • INTELLECTUAL PROPERTY: it means any intellectual and/or industrial property right, whether registered or unregistered, in whole or in part, anywhere in the world, such as – including but not limited to – trademarks, patents, utility models, designs and models, domain names, know-how, works protected by copyright, databases, and software (including but not limited to its derivatives, source code, object code, and interfaces).
  • THIRD-PARTY PROVIDER: it refers to the provider(s) of third-party Services and/or Content, distinct from APPRENDO, such as courses, video courses, podcasts, video interviews, etc., accessible through the VIBLIO Platform.
  • DATA CONTROLLER: the natural or legal person, public authority, agency or other body which, alone or jointly with others, determines the purposes and means of the processing of personal data.
  • DATA PROCESSOR: the natural or legal person, public authority, agency or other body that processes personal data on behalf of the Data Controller.

3. SUBJECT OF THE AGREEMENT

3.1. The recitals form an integral and substantial part of this Agreement. COMBINE WITH SECTION 3 OF THE DISTRIBUTOR

3.2. By subscribing to a plan, the CUSTOMER will be able to access the paid Services offered by APPRENDO S.r.l. (such as browsing the Content organized and made available through the Platform and provided by the third-party Providers), via the Website  www.viblio.com and/or its extensions and/or the application  auth.viblio.com, as indicated and described on the Platform.
Said subscription entails the granting of a temporary, non-exclusive, non-transferable, non-assignable, non-sublicensable license, valid for the duration of this Agreement, limited solely to the use of the VIBLIO Platform and any other software associated with it.

3.3. The signatory of this Agreement, if acting on behalf of a company and/or other third parties, declares by signing this Agreement that he/she is duly authorized to enter into this Agreement on behalf of the CUSTOMER.

3.4. APPRENDO S.r.l. sells its products exclusively to CUSTOMERS who are of legal age (18 years or older).

3.5. The Platform, managed by APPRENDO, provides the USER with a personalized educational and professional guidance service through, by way of example, the analysis of roles, aptitudes, technical skills, and preferences. The recommended content is selected based on objective and personalized criteria (for further information, please refer to our privacy policy). Any commercial relationships that APPRENDO S.r.l. may establish with third-party providers do not influence the selection or prioritization of suggested content.

3.6. APPRENDO S.r.l. is legally unrelated to the Agreement and/or relationship between the CUSTOMER and its USERS, and therefore takes over no responsibility with respect to the signing and conclusion of said Agreement and/or relationship (including age verification), any related payments and invoicing of Services, or the execution of the Agreement between the CUSTOMER and its USERS.

4. AGREEMENT CONCLUSION

The Agreement between APPRENDO and the CUSTOMER for the use of the VIBLIO Platform may be concluded through different methods, each of which is deemed sufficient to formalize the agreement between the parties pursuant to Article 1321 of the Italian Civil Code, Legislative Decree No. 70/2003, and EU Regulation No. 910/2014 (“eIDAS”). 

4.1. Conclusion via Self-Registration on the Platform (Sign-Up)

4.1.1. To register on the VIBLIO Platform, the CUSTOMER must select one of the subscription plans available on the Website and enter certain information – including personal data – through the provided procedure. APPRENDO encourages the CUSTOMER, before submitting the purchase order, to carefully read and expressly accept (via a “Point and click” action – Contractual text) these Terms and Conditions of Service as well as the privacy policy, and to print, through the print and save command, or to reproduce a copy for the CUSTOMER’s personal use.

4.1.2. Before sending the purchase order (relating to the chosen subscription), the CUSTOMER is required to verify the data entered in the order, which he/she may modify or correct for any input errors.

4.1.3. The CUSTOMER must also request from APPRENDO, if desired, the issuance of a tax invoice relating to the purchase, pursuant to Art. 22 of Presidential Decree No. 633/1972.

4.1.4. Upon submission of the Order to APPRENDO, the CUSTOMER will receive an activation email confirming successful receipt of the Order and activation of the corresponding account. At that moment, the purchase agreement shall be deemed validly concluded between the parties. 

4.1.5. The CUSTOMER warrants that all personal data provided during the registration and purchase process are complete and accurate, and 

4.1.6. further undertakes not to use temporary email addresses to register on the VIBLIO Platform.

4.2. Conclusion via simple electronic signature

4.2.1. As an alternative to independent registration on the Platform, the Agreement between APPRENDO and the CUSTOMER may be concluded by accepting a contractual proposal sent by APPRENDO (i.e., “Order Form” or offer) via an integrated electronic signature platform.

4.2.2. In this case, the CUSTOMER will receive an electronic communication (for example, via email, SMS or another digital channel) containing: 

  • a contractual proposal;
  • a link to these Terms and Conditions and the Privacy Policy;
  • an invitation to sign the document by clicking on an electronic signature button (“click-to-sign”).

4.2.3. The Agreement is considered concluded when the CUSTOMER affixes his/her simple electronic signature by selecting (“point & click”) his/her signature profile, as provided by the platform. This action constitutes full acceptance of the proposal, with binding effects pursuant to Articles 1321 and 1326 of the Italian Civil Code, Art. 11 of Legislative Decree No. 70/2003 and Art. 25 of EU Reg. No.  910/2014 (eIDAS).

4.2.4. During the process, the CUSTOMER: 

  • inserts his/her graphic signature; 
  • views a message that clearly informs him/her that, by continuing, he/she agrees to be legally bound by the document and the Terms of Service; 
  • clicks on “I accept” to complete the subscription.

4.2.5. APPRENDO shall retain a copy of the signed document and the related technical logs (including signature, date, time, IP address, and document hash), and will make them available in the event of any disputes.

4.3. Access via Third Parties

4.3.1. The CUSTOMER may also access the contents of the VIBLIO Platform through agreements entered into with authorized third parties (i.e., training platforms or commercial partners), which independently govern the contractual relationship with the CUSTOMER.

4.3.2. In such cases, the Agreement is entered into exclusively between the CUSTOMER and the third party, in accordance with the terms and conditions established by the latter.

4.3.3. In any case, APPRENDO shall take over no direct or indirect liability arising from or related to any contractual relationships, obligations, defaults, representations, or conduct attributable to such third parties with whom the CUSTOMER has entered into an Agreement — even where such third parties have referred, in whole or in part, to these Terms and Conditions.

5. TRIAL PERIOD, PRICING AND PAYMENT TERMS

5.1. This period applies only to the CUSTOMER’s first subscription to our Services. APPRENDO, at its sole discretion, may offer the CUSTOMER a free trial period of 14 (fourteen) days, starting from the conclusion of the Agreement. This period is reserved exclusively for the CUSTOMER’s initial registration and cannot be accumulated or repeated.

5.2. At the end of the free trial, a paid subscription for the selected duration (monthly or annual) will be automatically activated, only if the CUSTOMER has previously provided valid payment details. If such payment details are not provided, the Services will not be activated or made available.

5.3. The price and advance payment terms for the Services are those indicated on the Website or in the contractual proposal (i.e., Order Form) submitted by APPRENDO S.r.l. to the CUSTOMER. Prices are expressed in EUR and, where applicable, inclusive of VAT and any other indirect taxes.

5.4. During the subscription term, the fee remains due by the CUSTOMER even if they choose not to access the Platform and/or use the Services.

5.5. In the case of credit card payment, financial information (such as the card number or expiry date) is sent via a secure connection directly to the website of the electronic payment provider (Stripe). Such information will never be used by APPRENDO except to complete purchase procedures, issue refunds in case of withdrawal, or prevent/report fraud to law enforcement authorities. In the case of payment by credit card, financial information (such as the card number or expiration date) will be processed exclusively by the payment service provider (Stripe) through a secure connection. APPRENDO does not store such financial data and will use it solely to complete the purchase, manage any applicable refunds due to withdrawal, or for fraud prevention and reporting purposes to the competent authorities.

6. TERM OF THE AGREEMENT

6.1. The term of this Agreement corresponds to the subscription term selected by the CUSTOMER (monthly, annual, or other specified term), as indicated during the registration process or in the Order Form received from APPRENDO.

6.2. Upon expiry of the initial term, the Agreement will automatically renew for the same term, unless the CUSTOMER cancels it in advance in accordance with the procedures described in Section 6.4.

6.3. If the Agreement is concluded via signature of an Order Form, the term shall be that specifically indicated in the document. In such cases, automatic renewal does not apply, unless expressly provided for in the same Order Form.

6.4. The CUSTOMER may cancel an automatically renewing subscription at any time by accessing his/her personal account and selecting the “Cancel Plan” option under the “Manage Plan” section. Cancellation must be communicated at least 1 (one) month before the end of the current subscription term and will become effective upon its expiration. Until that time, the Service will remain active and the agreed fee will remain due.

6.5. Upon cancellation:

  • no further charges will be applied;
  • access to the Platform will be deactivated upon expiration of the already paid subscription period;
  • after 12 (twelve) months of inactivity, the CUSTOMER’s profile may be permanently deleted.

6.6. If the Agreement is concluded without direct registration on the Platform (i.e., via email or other communication channels), the CUSTOMER may cancel by writing to: support@viblio.com, subject to the terms outlined in the Order Form and in these Terms and Conditions.

7. RIGHT OF WITHDRAWAL

7.1. Only the CONSUMER CUSTOMER is granted the right to withdraw, without providing any reason and without incurring any penalty, from any contract concluded under these Terms and Conditions, within 14 (fourteen) days from the conclusion of the contract.

7.2. For agreements entered into through direct registration on the Platform, this period begins from the receipt of the account activation email, as specified in Article 4.1. 

7.3. The right of withdrawal may be exercised exclusively by the CONSUMER CUSTOMER by sending written notice to help@viblio.com, clearly stating the intention to withdraw, along with identifying details (first name, last name, email address used during registration), and, where available, the order or subscription number.

7.4. APPRENDO S.r.l. will send the CONSUMER CUSTOMER a confirmation email acknowledging receipt of the withdrawal request.

7.5. This right of withdrawal does not apply to Agreements concluded by NON-CONSUMER CUSTOMER or by individuals or legal entities acting for purposes related to their entrepreneurial, commercial, artisanal, or professional activities.

8. EXPRESS TERMINATION CLAUSE 

8.1. Without prejudice to the right to claim damages, APPRENDO reserves the right to terminate the Agreement pursuant to Article 1456 of the Italian Civil Code by means of a simple written notice sent via certified email or to the email address provided by the CUSTOMER during registration) in the event of failure by the CUSTOMER and/or any User to comply with even one of the following provisions: 

– Article 5 – Trial Period, Prices and Payment Terms;

– Article 11 – Obligations and Liability of the Customer and/or User;

– Article 12 – Registration and Access;

– Article 19 – Trademarks, Intellectual Property, Rights, Licenses, Copyright.

9. EFFECTS OF TERMINATION OF THE AGREEMENT 

9.1. In the event of termination of the Agreement, for any reason whatsoever, APPRENDO shall immediately and permanently cease the provision of Services delivered through the VIBLIO Platform.

9.2. The CUSTOMER acknowledges that, in the event of termination or suspension of the Agreement with APPRENDO, for any reason, its USERS will be deactivated without any right to refunds and/or compensation.

9.3. Following the termination of the Agreement, data will be retained for a period of 12 months to allow for the possible resumption of Services, after which it will be permanently deleted. The CUSTOMER hereby releases APPRENDO from any and all liability, damages, or harm arising from the total and/or partial loss of data and information stored on the VIBLIO Platform. 

9.4. At any time (even within 12 months of termination of the Agreement) the CUSTOMER can send a request for definitive cancellation of his/her data by writing to the following email: help@viblio.com

10. NOTICES

10.1. All communications to the CUSTOMER regarding this Agreement may be sent to the email address provided by the CUSTOMER at the time of account creation. It is understood that it shall be the CUSTOMER’s sole responsibility to notify APPRENDO of any changes to the email address designated for such communications.

11. CUSTOMER AND/OR USER OBLIGATIONS AND RESPONSIBILITIES

11.1. The CUSTOMER and/or User undertakes to:

  1. notify APPRENDO S.r.l. within 24 (twenty-four) hours of any irregularities or malfunctions of the Platform or the related Services, using appropriate means and providing clear and detailed information along with any relevant elements. Any damages resulting from delayed notification by the CUSTOMER shall not be attributable to APPRENDO S.r.l.
  2. The CUSTOMER further undertakes, now and in the future, to hold harmless and indemnify APPRENDO S.r.l. from any claims or demands by third parties arising from the CUSTOMER’s own actions—whether negligent or intentional, by commission or omission—toward third parties (i.e., Users and/or the CLIENT’s customers), including damages caused through or via use of the Platform and/or in the course of their professional activity.
  3. Refrain from using the Platform or any of its components if they have been temporarily or permanently suspended; 
  4. Refrain from publishing any information that could reasonably be considered defamatory, slanderous, misleading, inaccurate, or false (including personal data); 
  5. Refrain from engaging in actions intended to destabilize the system; 
  6. Refrain from sharing his/her login credentials, even temporarily, with third parties without prior consent from APPRENDO; 
  7. Refrain from using or publishing spam, distributing viruses or other technologies that could harm the Platform or its Customers; 
  8. Refrain from downloading or recording any digital content, such as video courses, audio courses, podcasts, eBooks, etc.; 
  9. Refrain from selling, in whole or in part, any APPRENDO Services without written authorization from APPRENDO;
  10.  Refrain from copying, duplicating, modifying or distributing the content of the Platform, nor APPRENDO’s or its Providers’/Suppliers’ intellectual property or trademarks.

12. REGISTRATION AND ACCESS

12.1. During the registration process, the CUSTOMER must provide an email address and a password (Access Credentials) in order to access the Platform. 

12.2. Under certain subscription plans, the CUSTOMER may access the APPRENDO Platform using Access Credentials provided by APPRENDO S.r.l., which must be changed upon first use. 

12.3. The CUSTOMER acknowledges that knowledge of the Access Credentials by third parties would allow them to make unauthorized use of the APPRENDO Platform and its Services, as well as access to any information (including sensitive data) stored therein. The CUSTOMER shall in any case be considered solely responsible for any use—authorized or unauthorized—of the Platform made through the Access Credentials.

12.4. The CUSTOMER is required to keep the Access Credentials strictly confidential and exercise the utmost diligence in doing so, undertaking not to transfer or allow their use by third parties who are not expressly authorized. 

12.5. APPRENDO S.r.l. and/or its Suppliers or Sub-suppliers shall under no circumstances be held liable for any direct and/or indirect damage incurred by the CUSTOMER and/or third parties resulting from the CUSTOMER’s failure to comply with the provisions of this clause.

13. AVAILABLE SERVICES AND TERMS OF DELIVERY

13.1. APPRENDO, through the VIBLIO Platform, makes various Services available, as described and updated from time to time within the Platform itself and/or in the relevant Order Form submitted to the CUSTOMER.

13.2. The criteria used to suggest educational content to the CUSTOMER or authorized USERS are based on the automated processing of information provided during registration and use of the Platform, such as – by way of example – role, selected skills, performed activities, and stated preferences. Such content is selected by an internal algorithmic system, in accordance with the methods described in the Privacy Policy. The CUSTOMER acknowledges that such system does not in any way constitute personalized consulting, and that responsibility for any decisions made based on the suggested content lies solely with the CUSTOMER and/or the USERS.

13.3. APPRENDO does not guarantee any specific results arising from these automated processes and shall not be held liable for any outcomes, decisions, or operational consequences undertaken by the CUSTOMER based on the analyses generated by the Platform.

14. SUPPLIERS AND SUB-SUPPLIERS OF APPRENDO S.R.L.

14.1. The CUSTOMER acknowledges and accepts that the APPRENDO Platform requires the provision of additional services by third-party suppliers and sub-suppliers other than APPRENDO S.r.l., such as hosting providers, connectivity providers, IT service providers, etc., in order to function properly.
The CUSTOMER therefore authorizes APPRENDO S.r.l., now and in the future, to appoint and/or change such suppliers/sub-suppliers at any time during the term of this Agreement.

14.2. The CUSTOMER further acknowledges and accepts that the involvement of third-party suppliers may cause delays in the activation process, in the provision of the Service and/or in the support services governed by this Agreement. APPRENDO S.r.l. shall make every reasonable effort to ensure that the Service is activated within a reasonable timeframe.

14.3. The CUSTOMER does not enter into or sign any type of agreement or contract with said third-party suppliers.

14.4. The CUSTOMER acknowledges and accepts that APPRENDO S.r.l.’s suppliers may interrupt the provision of their services, thereby making it impossible to perform this Agreement. The CUSTOMER hereby releases APPRENDO S.r.l. from any liability arising from the inability to use the services due to such circumstances.

15. THIRD-PARTY CONTENT, INTELLECTUAL PROPERTY RIGHTS, AND HYPERLINKS

15.1. The VIBLIO Platform automatically suggests educational content to the CUSTOMER that is available on third-party platforms (such as marketplaces, universities, training institutions, learning platforms, etc.), based on its own algorithmic criteria. Such content is not hosted, copied, reproduced, distributed or modified by APPRENDO S.r.l., but is instead made accessible through interoperability tools provided by the respective third-party suppliers.

15.2. All rights related to the suggested content belong to their respective owners and are subject to the terms of use established by the originating platforms. The CUSTOMER acknowledges that access to and use of such content may be governed by separate contractual terms, which the CUSTOMER undertakes to comply with.

15.3. Where the VIBLIO Platform or any communications regarding the Services include links or references to content, services, or websites of third parties, the CUSTOMER acknowledges that such digital environments are outside the control of APPRENDO S.r.l., which does not carry out any verification, selection, or moderation of such content and does not guarantee its accuracy, timeliness, legality, completeness, or availability in any way.

15.4. If the CUSTOMER makes purchases or payments directly on third-party platforms or with third-party providers, such transactions will be carried out via autonomous and secure systems, external to the VIBLIO Platform. APPRENDO S.r.l. is not a party to such transactions and accepts no responsibility for any malfunctions, misuse, or fraudulent use of payment systems by third parties.

15.5. The inclusion of content among suggested resources does not imply any endorsement, implicit license, or authorization by APPRENDO regarding the CUSTOMER ’s use of such content.

16. CASES OF SERVICE SUSPENSION AND/OR INTERRUPTION

16.1. APPRENDO S.r.l. reserves the right to suspend and/or interrupt, including temporarily, the provision of its services for purposes of maintenance, updates, technological upgrades of the Platform, or in the event of temporary outages, malfunctions, or system errors, as well as in the following cases:

  • if it believes that the services are being used by unauthorized third parties;
  • in the event of improper and/or non-compliant use of the Services by the CUSTOMER or any failure by the CUSTOMER to comply with legal obligations regarding the use of the Internet and IT services;
  • in the event of extraordinary security needs or potential risks to the network and/or individuals;
  • if requested by judicial authorities.

17. ACCOUNT SUSPENSION OR TERMINATION FOR BREACHES

17.1. Without prejudice to the provisions of Article 8 (Express Termination Clause), APPRENDO S.r.l. reserves the right to temporarily suspend or permanently deactivate the CUSTOMER’s Account and/or the CUSTOMER’s USERS’ access to the Platform, by sending a notice to the email address provided by the CUSTOMER during registration, in the following cases:

  • use of the Services or the VIBLIO Platform by the CUSTOMER or one or more authorized USERS in violation of these contractual terms or applicable laws;
  • fraudulent, abusive, or otherwise harmful conduct that may compromise the security, availability, or integrity of the VIBLIO Platform.
  • infringement of APPRENDO’s or third parties’ intellectual property rights;
  • improper, unauthorized, or misuse of the VIBLIO Platform by the CUSTOMER or its USERS, inconsistent with its intended purposes;
  • failure to sign, substantial non-compliance with, or breach of the Data Processing Agreement, data protection regulations, or other applicable laws.

17.2. The suspension or termination of the Account shall not entitle the CUSTOMER to any refund of fees already paid, nor to any compensation of any kind. APPRENDO reserves the right to seek compensation for any damages incurred.

17.3. In the event of suspension, the CUSTOMER may remedy the situation within the time frame specified in the notice received. If the specified deadline passes without remedy, APPRENDO may proceed with the permanent deactivation of the Account and termination of Service provision.

18. EXCLUSIVITY

18.1. This Agreement does not grant any exclusivity to the CUSTOMER. Therefore, the CUSTOMER shall not raise any claims against APPRENDO S.r.l. for providing the Platform and related Services to other Customers, including those in direct competition with the CUSTOMER. 

19. LIMITATION OF LIABILITY OF APPRENDO S.R.L.

19.1. Any technical incompatibility between the CUSTOMER’s systems and/or software and those integrated into the APPRENDO Platform shall not be attributable in any way to APPRENDO S.r.l.

19.2. As the operator of the Platform, APPRENDO cannot be held liable for any errors, interruptions, or failure, partial or inadequate provision of CONTENT delivered by THIRD-PARTY PROVIDERS. APPRENDO S.r.l. does not guarantee the accuracy, timeliness, completeness, or quality of the suggested content, which remains the sole responsibility of the respective THIRD-PARTY PROVIDERS. The inclusion of content among the suggestions does not imply any verification and/or approval by APPRENDO S.r.l.

19.3. In the event of temporary malfunction of the APPRENDO Platform or related Services, APPRENDO S.r.l. shall not provide any refund for the inability to use such Services.

19.4. APPRENDO S.r.l. shall not be liable for any direct and/or indirect damages or losses suffered by the CUSTOMER due to malfunctions, faults, interruptions, or suspensions — even temporary — resulting from updates to the APPRENDO Platform or any other cause.

19.5. APPRENDO S.r.l.’s liability for service malfunctions, data loss, lack of connectivity, and/or any other damage is also excluded in the following circumstances:

  • interruptions, slowdowns, and/or difficulties in Internet access;
  • interruptions, malfunctions, or faults in network access lines and/or equipment due to causes beyond the control of APPRENDO S.r.l., or otherwise attributable to telecommunications and/or electricity service providers;
  • actions by third parties or other users connected to the network.
  • attacks by cybercriminals, thieves, hackers, crackers, viruses, etc.

19.6. In general, APPRENDO S.r.l. shall not be held liable for any use of the Platform that is unlawful, abusive, or illegal.

19.7. Except in the case of a CUSTOMER who uses the Platform individually and personally, the CUSTOMER agrees that, upon execution of this Agreement, he/she shall be considered the sole Data Controller pursuant to Regulation (EU) No. 2016/679, with respect to the data collected and stored from its USERS through the Platform.

19.8. APPRENDO shall in no way be held liable for any breach of the obligations imposed on the Data Controller under applicable data protection laws (including, but not limited to, obligations arising under Regulation (EU) No. 2016/679 and Legislative Decree No. 196/2003) and those imposed by labor protection laws (including, but not limited to, the obligations established by Law No. 300/1970), and for any related consequences. The parties mutually acknowledge that the CUSTOMER is the “Data Controller” of the personal data processing carried out in connection with the use of the services provided by APPRENDO, pursuant to Article 4, No. 7 of Regulation (EU) No. 2016/679; or is the “Data Processor” of such processing pursuant to Article 4, no. 8 of Regulation (EU) No.  2016/679 on behalf of a third party who is the actual data controller, in accordance with the specific provisions contained in APPRENDO’s designation as Processor or Sub-Processor under the Data Processing Agreement (Annex A). In particular, with special regard to the obligations related to worker protection, the CUSTOMER expressly declares: 

  • to have been duly informed by the Company that the use of the services covered by this Agreement may require the CUSTOMER to comply with Article 4 of Law No. 300/1970 (i.e., entering into an agreement with the relevant trade union representatives, obtaining authorization from the local office of the National Labor Inspectorate, etc.), a matter which shall be entirely subject to the CUSTOMER’s independent assessment;
  • to accept full responsibility for compliance with the provisions of Article 4 of Law No. 300/1970.

19.9. The CUSTOMER expressly declares to have been specifically informed by APPRENDO regarding any potential issues related to data protection regulations that may arise from the services offered by the Company.

19.10. The CUSTOMER hereby undertakes to hold APPRENDO S.r.l. harmless from any claims or demands made by third parties for damages caused through the use of the Platform. In particular, the CUSTOMER shall bear all costs, compensation, charges, legal fees, and damages that may arise from the use of the Platform. 

19.11. More generally, APPRENDO S.r.l. shall not be held liable for any use the CUSTOMER makes of the Platform and the Services in relation to third parties (including Users) who use it.

19.12. Except in cases of willful misconduct or gross negligence, APPRENDO S.r.l. limits its liability to 50% (fifty percent) of the amount paid by the CUSTOMER in the last three months for the VIBLIO PLATFORM subscription service and/or the Services offered, and excludes any liability for loss of profit, loss of goodwill, or any direct, indirect, or consequential damages arising from the use of said Services.

19.13. The CUSTOMER undertakes to indemnify and hold harmless APPRENDO S.r.l. from any claim, demand, complaint, action, or damage brought by USERS enabled to access the Platform through the CUSTOMER, in relation to the use of the Platform, the use of the Services, or the suggested content. It is understood that the CUSTOMER is responsible for ensuring that its USERS comply with these Terms and Conditions, and any violations by such USERS shall be attributable to the CUSTOMER, unless proven otherwise. The CUSTOMER guarantees to inform each authorized USER about the terms of use of the Platform and all applicable documentation, including APPRENDO’s privacy policy.

20. TRADEMARKS, INTELLECTUAL PROPERTY, RIGHTS, LICENSES, COPYRIGHT

20.1. The Parties mutually acknowledge that this Agreement, unless expressly stated otherwise, does not entail nor imply any transfer of economic exploitation rights concerning the works, intellectual or industrial property of APPRENDO S.r.l. and/or its Suppliers and/or Sub-Suppliers.

20.2. No rights shall be granted by waiver or estoppel.

20.3. In particular, the Parties acknowledge that the technology, software, digital and/or graphic content, source code, logos, trademarks, developments, and improvements made by APPRENDO S.r.l. and/or third-party suppliers—and, in general, all intellectual and industrial property rights connected to the APPRENDO Platform, including those relating to open- and/or closed-source licenses used in the development of the APPRENDO Platform and third-party components—are not transferred by this Agreement and remain the exclusive property of their respective holders.

20.4. In any case, any materials, products, or software subject to third-party copyright or intellectual and/or industrial property rights made available to the CUSTOMER under this Agreement shall be used by the CUSTOMER in full compliance with such rights. The CUSTOMER takes over full responsibility in this regard and undertakes to indemnify and hold harmless APPRENDO S.r.l., now and in the future, from any harmful consequences.

20.5. The CUSTOMER also acknowledges that the VIBLIO Platform merely suggests content aligned with the competencies requested by the USERS. The economic exploitation rights of the CONTENT provided by THIRD-PARTY SUPPLIERS remain with their respective owners, with APPRENDO taking over no liability or ownership thereof. APPRENDO makes no warranty that the CONTENT provided by THIRD-PARTY SUPPLIERS meets the requirements of the CUSTOMER and/or USER, nor that it will be uninterrupted, cost-effective, secure, or error-free.

20.6. APPRENDO provides no guarantee regarding the results expected, hoped for, or obtained by the CUSTOMER and/or USER through the use of the VIBLIO Platform or the SERVICES contained therein or linked thereto, including those owned by THIRD-PARTY SUPPLIERS.

20.7. Should the CUSTOMER infringe the copyright or intellectual or industrial property rights of APPRENDO S.r.l. and/or third parties, APPRENDO S.r.l. reserves the right to terminate this Agreement pursuant to Article 1456 of the Italian Civil Code. 

21. FORCE MAJEURE

21.1. APPRENDO S.r.l. shall not be held liable for any failure or delay in fulfilling its obligations under this Agreement where such failure or delay is due to circumstances beyond APPRENDO S.r.l.’s control and any unforeseeable event deemed to constitute Force Majeure.

21.2. Events considered Force Majeure include, by way of example but not limited to:

  • strikes and lockouts;
  • mobilizations and conflicts of any kind;
  • fires, explosions, pandemics, epidemics, floods, earthquakes;
  • other natural disasters;
  • impossibility to use private or public communication systems.

21.3. All deadlines and time limits shall be suspended for the duration of such unforeseeable and/or Force Majeure events.

21.4. APPRENDO S.r.l. undertakes to minimize, to the extent possible, any damages such events may cause to the CUSTOMER.

22. PERSONAL DATA PROCESSING

22.1. The Parties shall process personal data exchanged in execution of this Agreement in compliance with the applicable data protection laws in force from time to time, strictly for the purposes connected to the proper execution of the Agreement.

22.2. The Parties regulate their mutual roles, obligations, and responsibilities in relation to data protection in Annex A, which is an integral part of this Agreement. 

22.3. The full privacy policy, including information on the methods of data processing, legal bases, data lifecycle, and all relevant details, is available at the following link:
https://www.viblio.com/privacy-policy/

22.4. Each Party is independently responsible for fulfilling all obligations under data protection laws in connection with its processing activities, including, by way of example but not limited to, providing privacy notices to its Customers/Users and obtaining any necessary consents from data subjects.

23. APPROVAL OF BURDENSOME CLAUSES

23.1. As a CUSTOMER, by expressly accepting through the “Point and click” action—i.e. by ticking the checkbox next to the phrase linking to these Terms and Conditions of Service —you confirm that you have read and accepted the content of these terms and conditions of the Agreement, including for the purposes of Articles 1341 and 1342 of the Italian Civil Code and, in particular, the following clauses:

  • Art. 3.6 – Subject of the Agreement – Limitation of liability of Apprendo
  • Art. 5 – Trial period, pricing and payment terms
  • Art. 6 – Term of the Agreement
  • Art. 9.2 – Effects upon termination or suspension of the Agreement
  • Art. 11 – Obligations and liability of the client and/or user
  • Art. 12 – Registration and access
  • Art. 14 – Suppliers and sub-suppliers
  • Art. 15 – Third-party content, intellectual property rights, and hyperlinks
  • Art. 16 – Cases of service suspension and/or interruption
  • Art. 17 – Account suspension or closure due to violations
  • Art. 19 – Limitations of liability of Apprendo S.r.l.
  • Art. 20 – Trademarks, intellectual property, rights, licenses and copyright
  • Art. 25 – Governing law, jurisdiction, and Online Dispute Resolution (ODR)

24. AMENDMENTS TO THE AGREEMENT

24.1. APPRENDO reserves the right to amend these Terms and Conditions of Service at any time. Such amendments will take effect from the date of publication on the Website www.viblio.it. If the CUSTOMER does not accept the amendments, he/she has the right to withdraw from the Agreement within 15 days from the date of publication.

25. GOVERNING LAW, JURISDICTION AND ONLINE DISPUTE RESOLUTION (ODR)

25.1. This Agreement is governed by Italian law.

25.2. For any disputes arising from the interpretation, fulfillment, and/or execution of this Agreement:

25.3. if the CUSTOMER is a non-consumer, the Court of Udine shall have exclusive jurisdiction;

25.4. if the CUSTOMER is a consumer, the court with jurisdiction shall be the one where the CUSTOMER resides or is domiciled.

25.5. EU-resident CUSTOMERS are hereby informed that the European Commission provides an online platform for alternative dispute resolution (ODR) related to these general terms and conditions or the online services offered by the Website, accessible at: https://ec.europa.eu/consumers/odr.