These terms of service (“Terms“) govern your use of the free services, software and websites (the “Service”) provided by Dapros srl - owner of the Clools brand (“Dapros”). Our Privacy Policy explains the way we collect and use your information and our acceptable use policy outlines our expectations with respect to your behaviour when using the service. By using the service you agree to be bound by these terms, our privacy policy and our acceptable use policy. If you’re using our service on behalf of an organisation or entity (“Organisation”), then you are agreeing to these terms on behalf of that organisation and you represent and warrant that you have the authority to bind the organization to these terms. In that case, “you” and “your” refers to that organisation.

 

Your content

The service permits you to create tasks and associated information, text and other materials, such as linked or attached content (together the “content”) and to share that content with others. You retain ownership of your content, but by uploading it onto the service, you are granting us a license to use, copy, reproduce, process, adapt, publish, transmit, host and display that content for the purpose of (i) providing you the service and associated support; and (ii) analysing and improving the operation of the service.

We reserve the right to remove content on the service that violates our acceptable use policy or these terms or that we otherwise reasonably believe may create liability for Dapros.


 

Your obligations

You must provide accurate information when you create your Clools account.
You are responsible for safeguarding the password and for all activities that occur under your account. You should notify Dapros immediately if you become aware of any breach of security or unauthorised use of your account.
You must comply with our acceptable use policy at all times when using the service.
You may never use another user’s account without permission.
You may not disassemble, decompile or reverse engineer the service or attempt or assist anyone else to do so, unless such restriction is prohibited by law.
Our service is not intended for use by persons under the age of 16. By using the service you are informing us that you are over the age of 16.


 

Your use of Clools software

As part of the service, we provide SaaS format client software (the “software”) for your use in connection with the service. This software may update automatically and if such software is designed for use on a specific mobile or desktop operating system, then a compatible system is required for use. So long as you comply with these terms, we grant you a limited, nonexclusive, nontransferable, revocable license to use the software, solely to access the service; provided, however, that this license does not constitute a sale of the software or any copy thereof, and as between Dapros and You, Dapros retains all right, title and interest in the software.


 

Administrator access to your content

When you sign up for our service, you associate one or more email addresses with your account. If you use an email address provided to you by a third party entity of which you are a part (such as yourname@youremployer.com or yourname@nonprofit.org) (each an “Entity”) you hereby grant that entity and its administrator(s) permission to access, use, download, export, disclose, share, restrict and/or remove content that you have associated with the email address that includes their domain.  


 

Security

We will use industry standard technical and organizational security measures in connection with the storage, processing and transfer of your content that are designed to protect the integrity of that content and to guard against unauthorized or unlawful access to, use of, or processing of such content.


 

Termination

You are free to stop using our service at any time. We also reserve the right to suspend or end the service at any time at our discretion and without notice. We may also terminate or suspend your access to the service at any time if you are not complying with these terms or our acceptable use policy or if you are using the service in a manner that we believe may cause us financial or legal liability.


 

Clools' intellectual property rights

The service (excluding content provided by users) constitutes Dapros' intellectual property and will remain the exclusive property of Dapros. Any feedback, comments, or suggestions you may provide regarding the service is entirely voluntary (except in the instance of a Swapsie agreement!) and in both instances we will be free to use such feedback, comments or suggestions as we see fit and without any obligation to you.


 

Copyright

Dapros respects the intellectual property rights of others and we expect our users to do the same. We respond to notices of alleged copyright infringement if they comply with the law.


 

Modifications to the Service

The service will be modified from time to time, often without prior notice to you. Your continued use of the service constitutes your acceptance of such modifications. If you are not satisfied with a modification we make to the service, your sole remedy is to terminate your use of the service.


 

Indemnification

You agree to defend, indemnify and hold harmless Dapros, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney’s fees) arising from your use of and access to the service or the software, or from or in connection with any content uploaded to the service through your account by a third party using your account with your knowledge or consent.


 

No Warranty

THE SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT ANY WARRANTY OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.

The service is controlled, operated and hosted from within the Italy. We make no representations that the service is appropriate or available for use in other locations. Those who access or use the service from other jurisdictions do so at their own risk and are responsible for compliance with all applicable Italian and local laws and regulations, including but not limited to export and import regulations.


 

Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL DAPROS, ITS AFFILIATES, AGENTS, DIRECTORS, EMPLOYEES OR SUPPLIERS BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS, GOODWILL, DATA OR OTHER INTANGIBLE LOSSES THAT RESULT FROM THE USE OF, OR INABILITY TO USE, THE SERVICE, WHETHER OR NOT DAPROS HAS BEEN WARNED OF THE POSSIBILITY OF SUCH DAMAGES AND EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE. DAPROS' AGGREGATE LIABILITY FOR ALL CLAIMS RELATED TO THE SERVICE SHALL NOT EXCEED THE GREATER OF Euro 100 OR THE AMOUNTS PAID BY YOU TO DAPROS IN CONNECTION WITH YOUR USE OF THE SERVICE DURING THE TWELVE (12) MONTH PERIOD PRIOR TO THE CLAIM GIVING RISE TO SUCH LIABILITY.


 

Dispute Resolution

*Informal Efforts - *You agree that prior to filing any claim against Dapros relating to or arising out of these terms you will first contact us at dapros@dapros.eu to provide us with an effort to resolve the issue in an informal manner.

Arbitration - If such dispute is not resolved to our mutual satisfaction within 30 days of submission, then either party may bring a formal claim, which claim shall be resolved through final and binding arbitration administered by the Associazione Italiana Arbitri.

No Class Actions - ALL CLAIMS MUST BE BROUGHT ON AN INDIVIDUAL BASIS AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, CONSOLIDATED, OR REPRESENTATIVE PROCEEDING. CLASS ARBITRATIONS, CLASS ACTIONS, PRIVATE ATTORNEY GENERAL ACTIONS, AND CONSOLIDATION WITH OTHER ARBITRATIONS ARE NOT ALLOWED.


 

Governing Law

These terms will be governed by the laws of the Italian Republic, without regard to its conflict of laws principles. The application of the United Nations Convention on Contracts for the International Sale of Goods is expressly excluded.


 

Data Transfer

In connection with providing you the Service Asana may transfer, store and process your Content in the U.S. or in any other country in which Asana or its agents maintain facilities. By using the Service you consent to this transfer, processing and storage of your Content.


 

Entire Agreement; Severability; Waiver

These Terms constitute the entire agreement between you and Asana concerning the Service replace any prior or contemporaneous agreements, terms or conditions applicable to your use of the Service. If a provision of these Terms is found to be unenforceable, the remaining provisions of these Terms will remain in full force and effect and an enforceable term will be substituted reflecting as closely as possible our original intent. Asana’s failure to enforce any provision of these Terms shall not be deemed a waiver of its right to do so later.


 

Assignment

These Terms and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by us without restriction. Any attempted transfer or assignment by you will be null and void.


 

Notices

We may provide you with legal notices and notices related to your account via email using the email address associated with your account. We may provide you with other marketing or business-related information, including information about service updates or changes, via email or via our blog, which is located at the clools.biz/blog


 

Contact us

For questions about these or any Dapros terms or policies, email us at clools@clools.com .