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View organizational networksMeasure engaementDiscover informal leadersTrack workloadsEnhance employer brandingPredict turnoverDesign new onboardingGeneral Terms and Conditions for Glickon services
These general terms and conditions (‘T&C’) govern the provision of products or services by Glickon Ltd (‘Glickon’) to each client (‘Client’) who has signed a specific purchase order (‘Order’). These T&C are stipulated between Glickon and the Client (individually a ‘Party’ and together the ‘Parties’), as identified below, and their full acceptance is a necessary condition in order to use the Glickon Platform and the Services provided by Glickon, as better defined below. These T&C form an integral and substantial part of each Order, where they are expressly referred to. For this reason, the signing of any Order for the provision of Glickon services determines the unconditional and full acceptance of these T&C by the Client.
1. Definitions
1.1 Terms used in these T&C with initial capital letter, including those in the Order unless otherwise defined, shall have the following meanings, which shall apply both in the singular and plural:
1.2 Account means one or more holders of personalized credentials to log in to the Dashboard;
1.2 API Integration means a set of instructions and programming standards for accessing and integrating the Glickon Platform and the Dashboard into the Client’s management system/database;
1.3 Challenge means a challenge, based on Glickon Tests, posted on the Platform directly by Glickon, in which all Clients may participate, alone or in competition with each other, aimed at assessing the knowledge of a specific subject;
1.4 Client means the company or other legal entity who accepts these T&C when subscribing the Order;
1.5 Company Challenge means a section of the Platform, organized by the Client, which may include Content and/or Tests, in order to engage Users in challenges related to a Company Purpose;
1.6 Company Page means the Client profile page in which the Client can place Content aimed at achieving the Company Purpose on the Platform;
1.7 Company Purpose means the activities the Platform can be used for by the Client, including but not limited to employer branding, talent acquisition, onboarding, training & development, intern communication, events;
1.8 Contact Person means the physical person identified by the Client in the Order for the purpose of receiving Client’s Account login credentials and to whom all official communications will be addressed;
1.9 Content means, but is not restricted to, text, images, graphics, video, audio and any other information or data uploaded to the Platform and used by the Client in order to engage Users and/or evaluate their skills in connection with the Company Purpose. This Content may be created by the Client (‘Client Content’) or by Glickon (‘Glickon Content’);
1.10 Dashboard means the management platform that allows the Client to edit the Company Page, create/insert Content independently and view the Results;
1.11 Fee means the amount paid by the Client to Glickon to log in to the Platform and use the Services provided by Glickon pursuant to these T&C and the Order;
1.12 Glickon means Glickon S.p.A., a company incorporated under the laws of Italy with registered office in Milan, via Nino Bixio 7, tax code/VAT number/registration number in Milan’s commercial register 0857382096;
1.13 Glickon Services means Glickon’s services and products described in a separate document, as available and time to time updated at Glickon’s sole discretion at the following link (‘Glickon Services Description’). The Services Description, together with these T&C, forms an integral part of each Order;
1.14 LIVE game means the quiz game the LIVE User is invited to participate in, by using the Platform at the following URL: live.glickon.com;
1.15 LIVE Game Results means the game information and any personal data collected from each LIVE User including, but not limited to, first name, last name, email, phone number;
1.16 LIVE User means any physical person who uses the Platform in order to participate in a LIVE Game without accessing the other Platform functionalities;
1.17 Nickname is a fake name chosen by a LIVE User that allows the User to participate in the LIVE Game without having to provide personal data;
1.18 Order means any order form for the provision of Glickon’s Services signed by the Parties. Each Order represents the commercial and binding agreement between Glickon and the Client and establishes, by way of example: the type of Services, the duration and the Fee related to the relevant supply, as well as any special conditions that may be attached thereto. Each Order integrates the T&C and is subject to the provisions contained therein;
1.19 Platform means Glickon’s platform, accessible at the URL www.glickon.com, on which Users/LIVE Users are engaged by the Client, or by Glickon on behalf of the latter, in relation to a specific Content or Company Challenges. The Users may conduct a Test for fun or in order to participate in Company Challenges launched by the Client. The Platform is available in a desktop version accessible through the most common web-browsers (Google Chrome v24 or higher; Safari v9 or higher; Firefox v23 or higher, Internet Explorer v11 or higher);
1.20 Platform Terms of Use means the terms and conditions for the use of the Platform by the User, as available and as updated from time to time at Glickon’s sole discretion at the following link (for the Candidate Experience service) and at the following link (for the Employee Experience service);
1.21 Privacy Policy means Glickon’s privacy policy, as available and from time to time upgraded at Glickon’s sole discretion at the following link;
1.22 Private User means a User who participates in a Company Challenge in White Label Mode and who does not have access to the other Platform functionalities.
1.23 Reports means the output of the analysis, management and data storage activities performed by Glickon and aimed at describing and predicting specific skills on the basis of information collected in connection with the activities and the interactions performed by Users within the Platform;
1.24 Results means the following information related to each User, as provided by this one: score achieved in Company Challenges/Challenges, electronic documents, audio/video files, and personal information such as, but not limited to, first name, last name, date of birth, residency, education, e-mail, phone number, and resume;
1.25 Services means only those Glickon’s Services that are specifically included in each Client’s Order;
1.26 Target Audience means a service offered and managed by Glickon, under Client’s request, consisting in a promotional activity of the Corporate Page and Client’s Company Challenges on social networks and/or other promotional channels chosen by the Client himself;
1.27 Test means a series of questions and answers regarding different subject areas, aimed at verifying the level of knowledge of a specific subject or matter. Each Test can be associated to a Company Challenges/Challenges and can be created independently by the Client (‘Client Test’) or by Glickon on its behalf (‘Glickon Test’);
1.28 User means any physical person who uses the Platform and its functionalities, whose data are provided in accordance with the Platform Terms of Use and the Glickon’s Privacy Notice.
1.29 White Label Mode means the possibility for the Client to use Glickon Services through a reserved version of the Platform and, therefore, intended exclusively for Private Users;
2. Object
2.1 In consideration of the signing of an Order and the following acceptance of these T&C by the Client, as well as the payment of a Fee, whose adequacy the Parties mutually acknowledge, Glickon grants the Client a licence that guarantees the non-exclusive and non-transferable right to use the Platform and to make use of the Services only as expressly permitted and regulated by these T&C.
2.2 The Client shall comply with any technical limitations on the Platform, without modifying this one and its processes or functions in any way. It is expressly understood that Glickon remains the sole and only owner of all rights not specifically licensed in accordance with the T&C.
2.3 The license granted under these T&C is valid all over the world.
3. Intellectual Property Rights
3.1 The Client acknowledges and agrees that all intellectual property rights and titles connected to the Platform and Glickon Services, with particular but not limited reference to Glickon Content, Glickon Tests, Results and Reports, are and shall remain an exclusive property of Glickon and/or its licensors or assignees. No intellectual property rights are transferred to the Client, either directly or indirectly, through an Order or due to the use of the Platform or Services.
3.2 By accepting these T&C, the Client acquires a perpetual, non-transferable right to use Results and Reports of its Company Challenges performed under the Services selected from time to time in each Order. It is expressly understood between the Parties that Client acquires no implied license to copy or reconstruct in whole or in part any services, features, or materials of Glickon’s exclusive intellectual property.
3.3 Glickon expressly reserves the right to suspend the provision of the Service and the access to its products whenever it has a well-founded suspicion that the activation and/or use of the Services for any purpose of monitoring Users is being carried out by or on behalf of the Client, or a third party with the consent of the Client, as well as copying or testing Glickon Services, illicit operations or comparative analysis not commissioned by Glickon itself, including but not limited to reverse engineering or other similar actions in connection with any product or Service provided by Glickon, including the Platform, Glickon Content and Glickon Tests.
3.4 Notwithstanding the provisions of Articles 3.1 and 3.2, Glickon shall not be the owner of the intellectual property rights, in case of provision of Services in White Label Mode, regarding the Results and Reports of the activity of Private Users and, in case of LIVE game, the LIVE Game Results of LIVE Users, which in both cases shall remain therefore the Client’s property.
3.5 Regarding any Client Contents, or contents used in the LIVE Game, the Client states and guarantees to own all intellectual property rights to such Content, in full compliance with applicable laws. The Client shall therefore be directly and exclusively liable for any infringement of rights, including intellectual property rights, of third parties connected with or arising from such Content, and therefore expressly agrees to fully indemnify and hold Glickon and its administrators, representatives, directors and collaborators harmless from and against any and all liabilities, damages, claims, complaints, legal actions and costs incurred (including legal fees) arising from infringements related to the use of the Client Content.
3.6 By accepting these T&C, the Client grants Glickon without reservation the non-exclusive and non-transferable right to use the Client’s trademarks and/or logos, the Client Content and the Client Tests for the exclusive purpose of providing the Services, and expressly authorizes Glickon to include in its own portfolio of works (brochures, technical documentation, website) the Client’s references (logo, Client name, case history and screenshots) relating to the project carried out in execution of one or more Orders, prior sharing contents with the Client.
3.7 The use by Glickon of trademarks, names, symbols and distinctive identifying signs of the Client, including those protected by intellectual property rights, in the context of the publication and distribution of a Company Challenge through the Target Audience Service, is understood to be unconditionally and expressly approved by the Client by signing the T&C.
3.8 In any case, the Client’s authorization to use its trademarks, names, symbols and distinctive signs by Glickon is not definitive and is always revocable, with the consequent Client’s right to request the immediate removal of any reproduction of the same, on digital/web support, as well as of any reference to the Client that may be included by Glickon in promotional, advertising and portfolio material, without any further cost or other burden for neither of the Parties.
4. Privacy
4.1 When using the Services in White Label Mode, the Client acts, pursuant to Regulation (EU) 2016/679 (‘GDPR’), as data controller in relation to the processing of Private Users’ personal data carried out through the Platform. Except for the Platform registration data of the Users, including Private Users, with respect to which Glickon acts as autonomous data controller, for any other processing related to the provision of the Services in White Label Mode, Glickon acts as data processor, within the limits defined in a separate agreement stipulated with the Client pursuant to Article 28 of the GDPR, to be considered as an integral and substantial part of these T&C.
4.2 As data controller, the Client undertakes to provide Glickon with his own privacy notice to be given to Private Users, by means of publication on the Platform, before their access to the private areas of the Platform. In the event of failure by the Customer to comply with this obligation, and therefore in the event of failure to provide Glickon with his own privacy notice in relation to Company Challenges, Glickon reserves the right to block the access to the Platform for Client’s Private Users.
4.3 By accepting these T&C, the Client declares and guarantees to respect, in relation to any Service used, all the obligations set forth by the European and national applicable privacy legislation, with particular but not limited reference to the fulfilment of the requirements necessary to ensure the processing takes place in a lawful, correct and transparent manner towards the data subject, also in relation to the verification of the existence of a suitable legal basis in relation to each purpose of the processing pursued by the Client through the Services, as autonomous controller. Similarly, the Client guarantees to have performed all analysis and implemented all technical and organizational measures imposed by applicable law for the purpose of performing, when required, an adequate assessment of the risks that the processing to be performed may entail for the rights and freedoms of the Private Users concerned. Similarly, the Client guarantees to have adequately assessed the risks that each processing may determine for the rights and freedoms of the Private Users concerned and to have adopted the most appropriate technical and organizational measures to limit and minimize the related impacts.
4.4 The Client therefore declares to be aware of being directly and exclusively responsible for any violation of the applicable privacy legislation arising from, or in any case connected to, the processing carried out by the Client as data controller on the Platform, undertaking to fully indemnify and hold Glickon and its administrators, representatives, directors and collaborators, harmless from and against any damages, claims, requests for compensation, legal actions, costs incurred (including legal fees) and more generally any liabilities that may arise directly or indirectly from this violation.
4.5 The Client authorizes from now on Glickon to anonymize and/or aggregate Private Users’ personal data and to use them in this way, which is no longer suitable for the identification of the Users, as autonomous data controller, for purposes of analysing the functionality and improving Glickon Services and the Platform (e.g. statistics, usage data), as well as developing and providing other products and services.
5. Account
5.1 In accordance with the Service and the Fee agreed, Glickon undertakes to provide the Client with a variable number of Accounts, each of which shall be validated, before the Platform can be used, by means of specific credentials (username and password) that will be issued by Glickon, following the signing of the Order by the Client, by sending an e-mail to the Contact Person. The latter will then be the one and only responsible for any distribution of these credentials within the Client’s structure.
5.2 The Client undertakes to maintain secrecy and not to publish, disseminate or in any other way make known to third parties the credentials provided by Glickon in order to log in to the Platform.
5.3 Subject to the provision of Article 3.4, the Client shall be solely responsible for any activities performed on the Dashboard (such as, but not limited to, uploading and/or editing Content) through Client’s Accounts.
5.4 Without prejudice to any further obligations arising from applicable privacy legislation, the Client shall inform Glickon without any undue delay whenever it becomes aware of the access to, or use of, the Platform or Services by an unauthorized third party.
5.5 The Client undertakes to use the Accounts and therefore the Services associated exclusively within his own business organization, standing expressly forbidden, unless otherwise agreed in writing with Glickon, to extend the license by allowing third parties to access the Accounts activated in accordance with the provisions of Article 5.1 above, even when they belong to the same Client’s group or are linked to the latter by bonds of control or connection pursuant to Article 2359 of the Italian Civil Code. Glickon reserves the right to carry out any appropriate technical verification, within the limits of the law, on the Client’s compliance with this last prohibition.
5.6 The Client authorizes from now on Glickon and its employees, duly trained in accordance with Article 29 of the GDPR, to access the Accounts assigned to the Client for the purpose of creating, editing or viewing Content and/or Tests, or doing whatever is deemed necessary to provide technical support to the Client for the use of the Platform.
6. Target audience
6.1 In the event of use of the Candidate Experience Service, the Client declares to be aware and accepts that Glickon will share the relevant Content uploaded to the Platform through any communication channel, including by way of example the community, social channels and Glickon’s partner job boards.
6.2 In the event that Client has purchased the Target Audience Service, Glickon will communicate to the Client via e-mail the social networks and any other promotional channels selected where the social recruiting campaign will be conveyed.
6.3 Target Audience Service’s duration will be decided by Glickon according to Client’s specific needs.
6.4 Anyway, Glickon shall not be responsible for any inefficiency and/or interruption of Target Audience’s activity due to reasons that are not directly chargeable to Glickon itself.
7. Users Documents Upload
7.1 In the event that the Client activates, within the scope of the Services, the documents Upload additional function, through which Users can upload any kind of files directly to the Platform, also as a response to Client’s requests (by way of example, but not limited to, a CV, a PDF of their residency’s certificate or a PPT in relation to a training course), the Client declares to be aware and agrees that the User is solely responsible for any content uploaded to the Platform.
7.2 It is therefore expressly understood between the Parties that Glickon does not carry out, nor has any concrete possibility of carrying out, any preventive verification or subsequent control function, except in the case of specific notification, on the files uploaded by the User and their contents and consequently that Glickon shall not be in any case responsible for any violation of laws and rights, including those of third parties, or damage, attributable to them.
7.3 By requesting the activation of this function, the Client therefore undertakes to fully indemnify and hold Glickon harmless from and against any liabilities, damages, claims, actions and costs incurred (including legal fees) directly or indirectly arising from violations related to materials and contents uploaded by the User to the Platform within the scope of the Services used by the Client.
8. Fees
8.1 The Fee due to Glickon by the Client for the license to use the Platform and for the provision of the Services is negotiated between the Parties and defined in each Order. It is understood that no Service that is not expressly included in a validly signed Order shall be due by Glickon to the Client.
8.2 Unless otherwise agreed between the Parties, the Fee will be invoiced upon subscription of the Order and the relevant payment terms established in 30 days from the date of issue of the invoice.
8.3 Payment of the Fee will be made by bank transfer to the coordinates indicated in the Order.
8.4 Glickon reserves the right to suspend the provision of Services and the access to the Platform for the Client, if the latter, even following the sending of a specific written request by Glickon at the end of the 30 days established in Article 8.2 above, fail to fulfil his obligation to pay the Fee. It is understood that, in the event of suspension, none of the Client’s data or Content will be deleted from the Platform. The Parties expressly agree that, if the non-fulfilment continues for more than 90 days from the date of issue of the invoice and therefore for more than 60 days from the sending of a specific written reminder by Glickon, the latter shall be entitled to terminate these T&C pursuant to Article 1456 of the Italian Civil Code.
8.5 Without prejudice to the provisions of Article 8.4, in the event of delay in the execution of any payment due under an Order pursuant to these T&C, the Client shall pay Glickon default interest at the rate set forth in Article 1284 of the Italian Civil Code.
9. License Term
9.1 The term of the license to use the Platform and that of the provision of Services is established in each Order. Also for the purposes of the applicability of these T&C, this term starts from the date on which each Order has been signed by both Parties.
9.2 Unless the Order has expired naturally or has been terminated prematurely by one of the Parties in the cases established by these T&C, the latter shall remain valid and effective until the expiration or termination of the last Order stipulated between the Parties.
9.3 The license to use the Platform and Services granted by Glickon in favour of the Customer, following the signing of an Order, in accordance with these T&C, shall cease to produce its effects upon the natural expiry of the duration established therein, or when one of the Parties obtains early termination of the Order in the cases established in these T&C.
9.4 Unless otherwise expressly agreed between the Parties, after the expiry of the license, Glickon will grant the Client a period of 10 working days during which the latter may continue to enter his Accounts on the Platform with the sole purpose of downloading, autonomously and without the possibility of mass downloading, the Results of his Company Challenges and the CVs of the Private Users who have participated in connection with the Candidate Experience Service. At the end of this 10-day period, Glickon will deactivate any Client’s Account on the Platform. After 30 days from the date on which the license has expired or the Order has been terminated, or sooner if the Client expressly requests it, unless otherwise agreed between the Parties and unless otherwise required by applicable laws, Glickon will delete from the Platform any Contents, information and data referable to the Client and his Accounts.
9.5 During the negotiation of an Order, or at any time thereafter until the expiry of the same, the Client may request Glickon to provide an additional assistance service, whose content and cost will be negotiated separately between the Parties, including the massive extraction and delivery directly by Glickon to the Client of all data connected to the latter’s now-deactivated Accounts.
10. Warranties
110.1 Glickon does not provide any warranty, as far as permitted by applicable law, regarding the suitability of the Platform for a specific purpose, nor the compatibility of the Platform with other programs and/or systems used by the Client, nor the Platform will work without errors or interruptions.
10.2 The effects of this Article 10 shall survive the termination, for whatever reason, of these T&C.
11. Limitation of liability
11.1 Any Glickon’s liability, except in the event of intent or gross negligence, is excluded:
- for any kind of consequence that may arise or be in any case exclusively connected with the failure of the Client to fulfil his obligations under these T&C, the law and third parties’ rights, in connection with the use of the Platform or the Services;
- for any damages, including but not limited to loss of data, profit, goodwill or other economic loss, arising out from, or in any way related to, the Client’s independent use of the Services provided by Glickon and the purposes pursued through them, as well as any cost eventually incurred by the Client in procuring substitute services;
- for any damage or liability arising from, or related to, improper or negligent use of the Platform or the Services, or the Client’s failure to comply with the technical instructions provided in this regard by Glickon, or with any of these T&C;
- for services provided by third parties, involved in any capacity by Glickon or the Client, in connection with or in conjunction with the Services provided by Glickon through the Platform;
- without prejudice to the provisions of Article 4.3, for any consequences arising from the lack of truthfulness, correctness or updating of the data independently uploaded by the Client to the Platform, also in connection with Content or Tests, for any Company Purpose.
11.2 In all cases set forth above, Client undertakes to defend, indemnify and hold totally harmless Glickon and its directors, representatives, employees and assignees, from and against any consequences, liabilities and violations, such as but not limited to fines, damages, penalties, claims for interests or compensations, actions and legal fees, arising from or in any way connected with Client’s actions or omissions.
11.3 Any liability attributable to Glickon, as well as to its directors, representatives, employees and collaborators, shall be limited to the value of the sums actually paid by the Client in execution of the Order under which such liability arose.
11.4 It is expressly understood that whatever the Company Purpose for which the Client uses the Services provided by Glickon, the lawfulness of this purpose and the compliance with the regulations in force, with particular but not limited reference to those applicable to the protection of personal data, of the activities and processing operations carried out independently by the Client for the achievement of the same, also through the Services governed by these T&C, fall under the sole and exclusive responsibility of the Client. For the avoidance of doubt, this refers to the lawfulness of the Client Content and the Client Tests and, more generally, of the Company Purposes pursued, as well as the processing of personal data deriving therefrom, by way of example but not limited thereto, in the context of the activity of selecting candidates or evaluating employees carried out by the Client through a Company Challenge, any contribution by Glickon in any of these processes being excluded.
11.5 This Article shall survive the termination, for whatever reason, of these T&C.
12. Service availability
12.1 Glickon guarantees an uptime of 99.8% on annual basis and in any event not greater than those provided by the service levels of its suppliers for server storage, hosting and carrier services necessary to provide the Services. Glickon does not guarantee in any way that the Services will be provided without interruption or discontinuity.
12.2 In case of a Service malfunction, the Client shall promptly report it to Glickon, by sending a written notification to: support@glickon.com, service available during office hours (Mon/Fri 9:00-18:00).
12.3 Glickon guarantees to take charge of the problem within 120 minutes from the notification made by the Client in accordance with the point above.
12.4 The notification made by the Client will be evaluated by Glickon’s personnel, who will provide an appropriate response to the Client via telephone or e-mail.
12.5 In the event that Glickon’s personnel determines, at its sole discretion, that Glickon is responsible for the Service malfunction, the downtime period (failure to provide services) will be counted as follows (i) downtimes under 15 minutes are excluded from the total count, (ii) interruptions caused by failures or problems external to the hosting provider’s network or by force majeure or fortuitous event (by way of example but not limited to: failures of the Internet connection used by the Client to connect to the server, or failures of the carriers providing connectivity) are excluded from the total count, (iii) routine maintenance interventions are generally scheduled from 00:00 to 06:00 on Saturdays and Sundays. Additional routine maintenance operations involving a Platform downtime more than 120 minutes long are communicated to the Client at least 24 hours before the downtime. However, without prejudice to the foregoing, in the sole event that Glickon does not give the above notice of downtime, the period of non-provision of Services will be included in the total downtime count.
12.6 Glickon guarantees the availability of the Services on the Internet within the limits set out above, but does not guarantee the Client will always be able to connect to Glickon. Glickon shall in no way be liable to the Client for the inability to use the Services when such inability is determined by any reason not directly attributable to Glickon (by way of example but not limited to: reasons due to the Client’s hardware and software configuration, reasons due to the connectivity offered by the Client’s providers).
13. Support and supplementary services
13.1 Without prejudice to the provisions of Article 9.5 and unless otherwise agreed between the Parties, no additional services or technical support is provided by Glickon to the Client, except as may be required under applicable law.
13.2 Under Client’s written request, Glickon will provide, on a one-time basis, an introduction service consisting of a total of 2 hours of remote training on the use of the Platform, the Dashboard, editing Company Page and creating Company Challenges and Client Content. The Fee for any additional training hours beyond the first 2 hours, if requested by the Client, will be negotiated between the Parties.
14. Non Competition
14.1 Except as expressly permitted by these T&C, or except with the prior written authorization of Glickon, the Client shall not undertake, directly or indirectly, as a developer, provider, consultant, contractor or any other, even on behalf of third parties, any activities or services corresponding or even only similar to the Services performed by Glickon through the Platform. By way of example and without limitation, the Client may not, among other things: (i) use the Platform to provide or operate marketing, outsourcing, consulting, or any other commercial service; (ii) use the Platform to develop a product that competes with the Platform itself; (iii) allow third parties to access or use the Platform, except as may be provided for in these T&C and/or in the Order; (iv) use unauthorized usernames and passwords.
15. Termination
15.1 Each Party may terminate an Order in the event of a serious non-fulfilment of any of its obligations under these T&C by the other Party, if the latter fails to remedy such serious violation within 30 days from the receipt of a specific written warning by the fulfilling Party, without prejudice to compensation for greater damages.
15.2 Glickon may at any time request the termination of an Order, pursuant to Article 1456 of the Italian Civil Code, by sending written notice to the Client, in the event that the latter violates any of the obligations set forth in Articles 2.1, 2.2, 3.2, 4.3, 5.4, 5.5 and 14 above.
15.3 It is understood that following the termination of an Order, these T&C shall also be automatically terminated. Unless otherwise expressly agreed between the Parties, all rights and obligations arising from the Order and in particular from the T&C shall immediately cease to have effect. In any case, Glickon has the right to retain the Fee already paid by the Client or to request the Fee accrued and due in relation to Services provided before the termination took place, as well as the right to request any greater damages.
15.4 Termination shall in no way limit the right of either Party to pursue any other remedy available under the law.
16. Miscellaneous
16.1 Entire agreement
These T&C, the Description of Glickon’s Services and the Orders referring thereto constitute the entire agreement between the Parties and replace any and all prior or contemporaneous conditions, agreements or representations, whether oral or written, relating to the same matter.
16.2 Additions and modifications
The Description of Glickon’s Services may be modified by Glickon at its sole discretion at any time, without prior notice or need for acceptance by the Client. The T&C may be modified at any time by Glickon and shall be effective between the Parties, in the renewed version, unless the Client’s termination requests in the cases established in Article 15 above, only following their communication to the latter by Glickon, also electronically, without prejudice to the need for specific approval by the Client, to be carried out within 15 days of such communication, of new clauses that may fall within the scope of Article 1341 of the Italian Civil Code.
16.3 Assignment
The T&C and the Orders referred to therein and any rights and obligations related to them shall not be assigned by the Client without the prior written and signed authorization of Glickon.
16.4 Maintenance of the effects
If any provision of these T&C is found or declared to be unlawful, void or ineffective, as permitted by applicable law such provision shall be modified by agreement between the Parties so as to make it effective or otherwise remove it, without affecting the validity and enforceability of the remaining provisions.
16.5 Force Majeure
No Party shall be considered in default and liable for any delay or failure to fulfill any of its obligations under these T&C when such failure results from or is due to an event beyond the reasonable control of this Party, such as but not limited to war, acts of terrorism, rebellions, sabotage, epidemics, natural disasters, explosions, fires, strikes and prolonged suspension of transportation, telecommunications or power, provided that in a reasonably timely manner the Party suffering such event gives written notice to the other Party and makes reasonable efforts to reduce the delay or avoid the default.
16.6 Communications
Any communication relating to the T&C and the related Orders must be made by personal delivery, express courier or registered mail with return receipt, or by electronic means (by fax or certified email) to the addresses of the Parties, as identified in the Order.
17. Applicable Law and Competent Court
17.1 These T&C, as well as any further clauses contained in each Order signed by the Parties, are governed by Italian law.
17.2 Any litigation relating to the interpretation, validity, execution and termination of the T&C and the Orders made under them will be exclusively settled by the Court of Milan.
Milan, 26th November 2020