General Terms and Conditions
TURBOTRAFFIC S.A.S.
I.Hiring and acceptance of services
Notwithstanding the provisions herein, the CLIENT shall procure/obtain the Service by executing Annex A or Annex B, as needed, which together with the acceptance of these General Terms and Conditions, constitutes the reference document for all contracting, provision, and renewal effects of the Service.
Anything not expressly regulated in Annex A shall be understood to be governed by the General Terms and Conditions.
II.Service
TURBOTRAFFIC ACCELERATION SOFTWARE (the “Service”) is a SaaS that, through automations, enables the exponential growth of organic traffic to its CLIENTS' websites. To operate, it carries out the following tasks during the term of this Contract:
- a)Integration with the CLIENT's ecommerce platform.
- b)Research and selection of keywords for SEO search intent to multiply the CLIENT's website traffic.
- c)Design, create, and publish landing pages in accordance with the CLIENT's current website style.
- d)Monitor and optimize the created landing pages.
- e)Allow the CLIENT to regenerate 10% of the contracted pages per month. If the regeneration exceeds 10%, an additional charge will be generated based on the prices established by TURBOTRAFFIC.
III.Liability
In the event of misuse, negligence, or default by the CLIENT's internal users resulting in the loss of information contained on the website, its improper configuration, or the delivery of access keys to unauthorized third parties, thereby impeding the normal operation of the website and/or causing the disclosure of confidential CLIENT information contained on TURBOTRAFFIC's servers, resulting in damages to the CLIENT, TURBOTRAFFIC shall not assume any liability for such damages.
Furthermore, given the nature of the Service and acknowledging the risks and potential eventualities inherent in this Contract, TURBOTRAFFIC exempts itself from any liability and shall not be deemed in breach if, due to force majeure or other external causes, the Service cannot be provided as agreed upon.
IV.Intellectual property
Each Party acknowledges and agrees that the other Party and/or its affiliates are the owners and/or rights holders of all intellectual property related to their products and services, including trademarks, trade names, distinctive signs, words, designs, figures, labels, patents, source code, slogans, and copyrights. Therefore, each Party undertakes to respect such ownership and refrain from any action or omission that may infringe upon the rights of the other Party. It is understood that no development eligible for protection under any intellectual property law shall result in a transfer of ownership; thus, the Parties shall always maintain such ownership thereof.
TURBOTRAFFIC grants the CLIENT access to and usage of the software for the term of the contractual relationship.
The CLIENT hereby grants TURBOTRAFFIC authorization to utilize its distinctive signs for the configuration of the website subject to the implementation of the Service and for commercial purposes. TURBOTRAFFIC shall use the CLIENT's common-use trademarks, designs, logos, etc., for this purpose.
V.Data privacy
The privacy of the CLIENT is important to TURBOTRAFFIC. TURBOTRAFFIC may collect personal data and/or operational or usability data such as performance, website templates, designs, researched and selected keywords, through interactions with the CLIENT and the CLIENT's use of the Services.
This personal data is utilized for the following purposes:
- To provide our products, including updates, troubleshooting, and technical support.
- To utilize operational data to enhance and develop our products.
- To access domain credentials, Google Analytics, Google Search, or any other credentials required by TURBOTRAFFIC for the provision of the Service.
- To operate TURBOTRAFFIC's business, including performance analysis, compliance with legal and commercial agreements, capacity development, and research purposes.
- To combine functional data collected to offer a more pleasant, consistent, and personalized experience and to make informed decisions.
- To conduct advertising and marketing of TURBOTRAFFIC's products, including sending promotional communications, targeted advertising, and presenting relevant offers to the CLIENT.
The processing of data may be manual or automated, including AI (Artificial Intelligence).
Regarding the personal data collected to operate the Service, it shall be understood that there is a transfer of personal data, which shall be deleted upon termination of the contractual relationship with the CLIENT.
Paragraph: TURBOTRAFFIC may retain operational or usability data even after the termination of this contractual agreement.
VI.Non-disclosure
The Parties undertake not to disclose or disseminate, through any means or any other known or unknown form, nor for any reason whatsoever, the information associated with the Service (hereinafter “Confidential Information”) to third parties unrelated to the personnel directly or indirectly linked to the Parties and who are part of the subject matter of this relationship, unless express authorization is obtained from them. The Parties are absolutely committed to ensuring that individuals who are associated and have access to the Confidential Information are obliged to maintain the confidentiality of any Confidential Information. If any of the Parties, directly or through one of the individuals they have associated, makes an unauthorized disclosure of the Confidential Information, said Party shall be liable for all damages caused as a result of such disclosure to the other Party.
VII.Collaboration between parties
7.1. The Parties undertake to designate a liaison for the purpose of overseeing the execution of the Service and facilitating communication between the Parties.
7.2. The domains for the provision of the Service must be acquired by the CLIENT and the CLIENT must provide TURBOTRAFFIC with necessary access for the proper implementation of the Service.
7.3. The CLIENT agrees to:
- Designate the technical and business team that will have access to the Service.
- Provide all necessary information and support to TURBOTRAFFIC to ensure proper execution of the Service and compliance with implementation schedules.
- Activate the TURBOTRAFFIC Service on VTEX in accordance with the instructions provided in the technical requirements.
- The technical team shall attend, as necessary, meetings with TURBOTRAFFIC's technical team to integrate platforms. This process should not exceed two (2) meetings, each lasting a maximum of one hour per session.
- Grant access to members of TURBOTRAFFIC's team to specific Google Search and Google Analytics consoles for the selected domain.
- Notify TURBOTRAFFIC promptly if any issues arise with the website or domain via email to support@turbotraffic.com, which will be addressed in accordance with the Service agreement outlined on our website www.turbotraffic.com.
VIII.Price and payment terms
The Parties hereby mutually agree that the consideration for the Service shall be the amount specified in the respective Annex, where the payment terms shall also be included. Said Annex reflects the agreed-upon price solely for the initial term.
The agreed-upon price shall be invoiced based on the data provided by the CLIENT, who undertakes to notify TURBOTRAFFIC of any changes to the billing information provided in the Annex, as well as any modifications to tax-related information.
TURBOTRAFFIC S.A.S. shall charge the CLIENT a default interest in accordance with the maximum rate allowed by the current law if there is a delay in payment for the contracted Service. In the event of non-compliance with the agreed payment terms, TURBOTRAFFIC S.A.S. reserves the right to suspend the contracted Service, without requiring any judicial or extrajudicial demand as a result of the breach of obligations related to the acquired Service.