Alpha-Klima Platform Terms of Service
Version: 1.0
Effective Date: September 2025
These Terms of Service (the “Terms”) are a binding agreement between you (the “Customer” or “User”) and Arfima Financial Services, S.L. (“Alpha-Klima”, “we”, “us”, “our”) governing your access to and use of the Alpha-Klima SaaS platform (the “service”). By accessing or using the Service, you agree to these Terms. If you disagree, do not use the Service.
Some key definitions:
“Service” means the SaaS platform, APIs, interfaces, or software hosted/provided by Alpha-Klima and available to Users under these Terms.
“Customer Data/Input Data” means the data, content, or information that you (or your users) submit, upload or provide in connection with use of the Service.
“Output/Analytics/Results” means reports, models, risk assessments, transformed data, or other outputs that the Service generates from your Input Data, or from the underlying algorithms.
“User Account/Account” means the login credentials and configuration you or your authorized users use to access the Service.
“Subscription/Plan” means the selected service under which you receive access.
“SLA” or “Service Level Agreement” means the commitments, service levels, metrics, exclusions, and remedies agreed between Alpha-Klima and the Customer with respect to the Service’s performance (such as uptime, response times, credits for non-compliance), as set forth in these Terms or a separate SLA.
“Authorized Users/Permitted Users” means the individuals (employees, agents) you authorize to access the Service under your Account.
“Term” means the duration during which this agreement is in effect (from Effective Date until termination) under the subscription plan’s term.
“Modification/Update/Upgrade” means enhancements, patches, bug fixes, new releases of the Service.
“Service Downtime/Maintenance” means periods when the Service is unavailable due to scheduled or unscheduled maintenance.
“Usage Metrics/Telemetry” means aggregated or anonymized data, logs, performance data, usage patterns, API calls, etc., used by Alpha-Klima to monitor, support, and improve the Service.
“Proprietary Module” means the commercial portion (or modules) of the software that run in the Service, distinct from the open core.
“Third-Party Service/Third-Party Components” means any external services, libraries, or systems integrated into or used by the Service that are not developed by Alpha-Klima.
“Force Majeure” means events outside a Party’s control (natural disasters
You affirm that you have authority to bind your organization to these Terms.
Use of the Service constitutes acceptance (“click-through”, “I Agree”, or via executed contract) of these Terms.
We reserve the right to refuse service, suspend, or terminate accounts in our discretion.
We may modify these Terms from time to time; material changes will be communicated (e.g. email or notification), and your continued use constitutes acceptance of the revised Terms.
You must provide accurate, current, complete information upon registration.
You are responsible for safeguarding the account credentials and for all activity under your account.
You must not share or “resell” access beyond permitted users, unless explicitly allowed.
You should notify us immediately of any unauthorized access or breach.
We may suspend or terminate accounts that violate security or usage policies.
You agree to pay the subscription fees per your selected Plan.
Payment methods, billing intervals, currency, and tax treatment (VAT, etc.) must be clearly specified.
Unless otherwise agreed, payments are non-refundable (or subject to limited refund policy).
We reserve the right to change fees or add features; changes will be notified in advance.
If a payment fails, we may suspend or terminate access after a grace period.
We grant you a limited, non-exclusive, non-transferable right to access and use the Service (including its proprietary modules) during the Term, for your internal business purposes, subject to these Terms.
You must use the Service in compliance with these Terms and applicable laws.
You may not (and may not allow others to) reverse engineer, decompile, disassemble the software, or extract its proprietary logic.
You may not circumvent usage limits, quotas, or protective controls.
You may not host the Service for third parties, provide it as a service, or sublicense it unless expressly permitted.
Where applicable, we may provide a Service Level Agreement (SLA) committing to target uptime (for example, 99.9% availability) with remedies such as service credits or extensions for downtime.
Availability is calculated excluding scheduled maintenance, force majeure, or issues outside our control.
We may schedule maintenance windows to perform updates, infrastructure work, or improvements.
We will endeavor to notify you in advance when planned downtime is expected to affect the Service.
Downtime during scheduled maintenance is excluded from SLA “unavailability” measurements.
In cases of unplanned service interruptions, we will act with commercially reasonable diligence to restore the Service promptly.
We will inform you of material outages or incidents as soon as possible.
Your subscription entitles you to updates, patches, bug fixes, and enhancements during the active term.
We reserve the right to evolve or reconfigure the Service, including APIs, modules, user interfaces, and logic, provided that such changes do not materially degrade the functionality available under your subscription.
If we intend to deprecate or retire a feature you currently use, we will issue a Deprecation Notice at least 30 days in advance. During that Deprecation Phase, we will continue to provide critical support (e.g. bug fixes). After the deprecation period, we may retire or remove the feature, ideally providing a migration path or equivalent alternative.
For security patches, legal compliance, or urgent fixes, we may apply changes with minimal or no prior notice if necessary to protect the Service or users.
Over time we may require you to migrate to supported versions. We will give notice before ending support for older versions.
If you continue to use deprecated versions after notice, we may limit support or refuse to resolve issues related to such versions.
If we fail to meet the availability commitment under a valid SLA, you may request a Service Credit calculated as a percentage of your subscription fee (determined under SLA conditions) for that period.
To claim a credit, you must submit a request in writing (with logs or evidence) within 15 days of the incident.
Service Credits are your sole remedy for SLA breaches and do not entitle you to terminate the agreement, except in the case of repeated, significant SLA failures across multiple periods.
Our commitments do not apply to downtime caused by your actions, misconfigurations, network issues on your side, third-party service failures, scheduled maintenance, or force majeure events.
We make no guarantee of uninterrupted operation or that the Service will be error-free, though we will use commercially reasonable efforts to maintain performance.
We will implement reasonable technical & organizational measures to protect Customer Data from unauthorized access or loss.
We will comply with applicable laws (e.g. GDPR) regarding collection, storage, and processing of personal data.
In case of data breach, we will notify you in accordance with applicable law.
We may use third-party vendors/subprocessors; we will impose equivalent data protection obligations.
You must not use the Service to:
Either party may terminate for material breach (with notice and cure period).
We may suspend your account (with or without prior notice) for nonpayment, misuse, or security concerns.
Upon termination: you lose access, we may delete your data after a data retention period; certain obligations survive (liability, indemnification, confidentiality, etc.).
We may provide you a period to export your data before deletion.
We own or control all intellectual property rights in the Service (including proprietary modules, algorithms, trademarks).
You receive only a limited license to use as described above.
You should not remove, modify, or obscure copyright or proprietary notices.
If you provide feedback, suggestions, or improvements, you grant us a royalty-free, perpetual license to use them.
You agree to indemnify, defend, and hold us harmless from any third-party claim arising from your misuse, violation of law, or combination/integration with infringing third-party code.
Our liability to you is capped (for instance to the amount of fees you paid in the past 12 months).
We disclaim liability for indirect, incidental, punitive, special, or consequential damages (loss of profits, data, business interruption).
We disclaim warranties to the maximum extent permitted by law (the Service is provided “as is” unless we explicitly commit otherwise).
These Terms and any dispute or claim arising out of or in connection with them (including non-contractual disputes or claims) shall be governed by and construed in accordance with the laws of Spain, excluding its conflict of law rules, unless mandatory provisions of EU law apply.
The Parties agree that any dispute, controversy or claim arising out of or in connection with these Terms (or their interpretation, breach, termination or invalidity) shall be submitted to the exclusive jurisdiction of the courts of Madrid, Spain.
The prevailing party in any litigation, arbitration, or judicial proceeding bringing a claim under or relating to these Terms will be entitled to recover its reasonable costs, expenses and attorneys’ fees incurred in connection with that proceeding, subject to any limitations set by applicable law.
Assignment: You may not assign your rights or the agreement without our consent; we may assign to affiliates or successors.
Severability: If any clause is invalid, the remainder remains in force.
Entire Agreement/Amendments: These Terms (plus any Order Forms, SLAs, or addenda) constitute the entire agreement and supersede prior agreements, Amendments require written consent.
Notices: Notices (e.g. for breach) must be in writing and sent to designated addresses (preferably email).
Force Majeure: Neither party is liable for delays due to causes beyond its reasonable control.
Waiver: Delay or failure to enforce a right is not a waiver of that right.
