Terms of use

1. Who we are and what these Terms apply to

Naltivo is the trading name of Raindance, S.L. (hereinafter, "Naltivo"), tax ID B-75052100, with registered offices at C/ Oialume Bidea, 15, 20115 Astigarraga (Gipuzkoa), Spain. Registered with the Commercial Registry of Gipuzkoa, volume 2,527, folio 216, sheet SS-33,842.

These Terms of Use (the "Terms") govern the User's access to and use of Naltivo's online software and services (the "Service"), including the cloud platform for traceability and stock management and any related functionality (the "Software").

By creating an account, ticking the acceptance checkbox or using the Service, the User declares that they have read and accepted these Terms. If the User does not accept them, they must not access the Service.

Naltivo may update the Terms by publishing the new version at naltivo.com/terms. Continued use of the Service after publication constitutes acceptance of the changes.

Failure to comply with any of these Terms may result in the suspension or cancellation of the account.

2. User account

To use the Service the User must be at least sixteen (16) years old and provide their full legal name, a valid email address and the information Naltivo requests at sign-up. The information must be truthful; Naltivo may delete accounts if it suspects otherwise.

The User is responsible for the confidentiality of their credentials and any activity carried out using them. If credentials are lost or stolen, the User must notify hello@naltivo.com immediately. Until such notification, any access made with the User's credentials will be attributed to the User and Naltivo will not be liable for actions taken with them.

The parties legally equate the User's handwritten signature with the use of any password, code or identifying security element. Naltivo may require written confirmation when it deems necessary.

The User decides who is added to their account and with what role, within the limits of the contracted plan.

3. Plans, contracting and payment

Contracting a paid plan begins when the User enters their payment details and makes the first payment. The limits of each plan are published at naltivo.com. If the User reaches any of the limits of their plan (users, warehouses, items, movements, etc.) they will not be able to add more items until they upgrade to a higher plan.

The Service is billed in advance for each period. There are no refunds for partial months or for non-use, except as set out in Section 5 (Refunds).

Fees do not include taxes or duties required by the authorities, which are borne by the User.

Naltivo reserves the right to change fees with fifteen (15) days' prior notice, by publication on its website and written notice.

In the event of non-payment or chargeback, Naltivo will notify the breach and may suspend access to the Service. After termination of the contractual relationship for any reason (including non-payment and the end of a trial period), the User's personal and usage data will be retained for a maximum of eighteen (18) months, after which it will be securely deleted in accordance with applicable regulations.

4. Changes and availability of the Service

Naltivo may modify or suspend the Service, in whole or in part, temporarily or permanently, at any time, with or without prior notice if it considers it necessary.

The Service may be temporarily interrupted for security, maintenance or resource restructuring reasons, without this constituting a breach. For scheduled downtime, Naltivo will provide advance notice where possible.

5. Cancellation and refunds

The User may cancel their account at any time from the profile menu. The User will be responsible for any charges incurred up to the date of cancellation, including the current month's charge. After cancellation no further charges will be made.

Monthly and annual subscriptions. If within the first thirty (30) days of subscribing the User is not satisfied, they can contact soporte@naltivo.com and Naltivo will try to find a solution; if no solution can be reached, a full refund will be issued.

Renewals. Subscriptions renew automatically until cancelled. A full refund will be issued if the User requests cancellation within seven (7) business days after the automatic renewal date.

Exception. Refund requests will not be accepted from Users whose Service has been suspended or terminated for breach of these Terms.

Naltivo may cancel the account or prevent the use of the Software for Users who breach the Terms. After termination of the account, Naltivo will delete the User's content within the timeframes set out in Section 3.

6. Use of the Software

6.1. Permitted use

Naltivo grants the User a personal, non-exclusive, non-transferable and limited right to use the Software in accordance with these Terms and the contracted plan.

The User is responsible for procuring the equipment, internet connections and third-party software needed to access the Service. Naltivo makes no commitment regarding these elements or their security.

6.2. Restrictions

The User agrees not to:

• modify, adapt or create derivative works of the Software or its documentation;
• decompile, disassemble, reverse-engineer or attempt to obtain the source code of the Software;
• sell, rent, sublicense, assign or commercially exploit the Software to third parties;
• remove or alter trademarks, logos or proprietary notices present in the Software;
• use robots, spiders or other automated means to copy content from the Service;
• use the Service to store, host or send unsolicited email (spam), malware, viruses, worms or any harmful content;
• use the Service for unlawful purposes or contrary to morality, public decency or public order.

6.3. The Software is provided "as is"

The Software is provided "as is". Naltivo does not warrant that the Software is fit for the User's particular purposes, nor that it will be available without interruption or free from errors, nor that the calculations performed by the Service will be accurate in every case.

Naltivo will correct programming defects that affect the operation of the Software in accordance with the ISO/IEC 14764:2006 standard (corrective maintenance). Excluded are: adaptive or evolutionary maintenance, errors caused by the User or their personnel, and errors arising from the User's hardware or third-party software.

6.4. Use auditing

The Software includes systems that allow Naltivo to remotely audit its actual use by the User, in order to verify compliance with the contracted plan and these Terms. The User acknowledges and accepts this system.

6.5. Updates

The right of use extends to the updates and new versions that Naltivo markets as a standard offering to all customers, at no additional cost. Naltivo will deploy updates automatically, while striving to maintain Service continuity and reasonable backward compatibility.

7. Intellectual property

Naltivo holds all Intellectual and Industrial Property rights in the Service and the Software, including their code, interfaces, trademarks, names, logos, graphic materials and documentation. These Terms do not transfer to the User any exploitation rights beyond the right of use expressly granted.

Naltivo will not claim rights to the content that the User uploads or enters into the Service. The User accepts that, if they use the Service to send content to third parties, those third parties may view and share it.

8. Confidentiality

The parties will treat as confidential the information they access from the other party in connection with these Terms (the "Confidential Information") and will not disclose it to third parties without written authorisation, except where:

• it is in the public domain through no fault of the receiving party;
• the receiving party lawfully knew it through a third party with no obligation of confidentiality;
• the owning party authorises its disclosure in writing;
• it must be disclosed by legal requirement or court order, in which case the other party will be notified when legally possible.

The confidentiality obligation will survive the termination of the contractual relationship.

9. Protection of personal data

9.1. Data of the User and their representative

Naltivo processes the personal data of the User and their representative to manage sign-up, billing, the provision of the Service and compliance with legal obligations. Full details are available in the Privacy Policy.

Data subjects can exercise their rights of access, rectification, erasure, objection, restriction and portability by writing to dpo@raindance.es, and may also lodge a complaint with the Spanish Data Protection Agency.

9.2. Data processed by Naltivo on the User's behalf

Where use of the Service involves Naltivo processing personal data under the User's responsibility, both parties enter into the Data Processing Agreement available in the account settings, which forms an inseparable part of these Terms and complies with Article 28 of the GDPR.

10. Usage data and Service improvement

Naltivo collects and analyses usage data in aggregated form (number of Users using certain features, performance metrics, etc.) for statistical purposes, product optimisation and improvement of the User experience. This information does not contain or allow individuals to be identified and is therefore not considered personal data within the meaning of the GDPR.

11. Marketing communications

By creating an account, the User accepts receiving promotional and marketing communications from Naltivo (updates, offers, news). The User can unsubscribe at any time via the unsubscribe link included in each email.

12. Liability

Naltivo is liable only for the proper functioning of the Software in accordance with its specifications and for the direct actions of its staff in delivering the Service.

Naltivo will not be liable, to the User or to third parties, for:

• damage arising from the use, lack of use or performance of the Software beyond the warranties expressly granted in these Terms;
• indirect damages, loss of profits, business losses, loss of data, damage to image or loss of business reputation;
• damage caused by hardware, third-party software, connectivity or any element under the User's control;
• damage caused by access to the User's account using their credentials prior to notification to Naltivo in accordance with Section 2;
• damage arising from force majeure or causes outside Naltivo's reasonable control.

Liability cap. In any event, Naltivo's aggregate liability to the User on any basis relating to these Terms will not exceed the amount actually paid by the User to Naltivo for the Service during the twelve (12) months preceding the event giving rise to the liability.

13. Force majeure

Neither party will be liable for the breach of its obligations when this is due to force majeure or causes beyond its reasonable control, including strikes, fire, flood, power outages, public health emergencies, large-scale cyberattacks against third-party infrastructure, failures of cloud computing or telecommunications providers, and decisions of the authorities. The affected party will notify the other as soon as possible.

14. Notices and general provisions

Notices. Communications between the parties will be made in writing to the email addresses designated in the User's account and, on the User's part, to hello@naltivo.com.

Severability. If any provision of these Terms is declared invalid or unenforceable, the remainder will remain in full force.

Entire agreement. These Terms, together with the Data Processing Agreement and the Privacy Policy, constitute the entire agreement between the parties in relation to the Service and prevail over any prior agreement between the User and Naltivo.

Assignment. The User may not assign these Terms without Naltivo's written authorisation. Naltivo may assign or transfer its position to entities within its group or in the context of corporate transactions.

15. Governing law and jurisdiction

These Terms are governed by Spanish law. For any dispute, the parties expressly and irrevocably submit to the Courts and Tribunals of Donostia–San Sebastián (Gipuzkoa), waiving any other jurisdiction.

For any questions about these Terms, please write to hello@naltivo.com.