Terms and Conditions

1. Definitions

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For the purposes of these Terms and Conditions, the following definitions shall apply:

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• Software: The software program named Hanasaki, developed and owned by GDH Sostenibilidad y Tecnología, S.L., including its components, functionalities, interfaces, technical documentation, associated materials, updates, and future versions.

• User: Any individual of legal age, or a duly represented legal entity, who accesses, installs, or uses the Software, whether free of charge or through a paid subscription/license.

• Licensor: GDH Sostenibilidad y Tecnología, S.L., a legally constituted company with its registered office in Spain, the exclusive owner of all intellectual and industrial property rights related to the Software.

• License: The limited, non-exclusive, non-transferable, and revocable right granted by the Licensor to the User to use the Software in accordance with these Terms.

• Marketplace: The digital platform operated by Microsoft through which the Software can be acquired, downloaded, or subscribed to by Users, including Microsoft AppSource or Microsoft Azure Marketplace.

• Documentation: User manuals, technical guides, functional descriptions, support materials, and other information related to the use of the Software, made available to the User by the Licensor.

• User Account: A unique identifier, where applicable, associated with a registered User to access specific services or functionalities of the Software.

• User Content: All information, data, files, configurations, or content entered, uploaded, or generated by the User through the use of the Software.

• Update: Any improvement, modification, bug fix, or patch that the Licensor may provide regarding the Software.

 

2. Acceptance of Terms

 

Accessing, downloading, installing, or using the Software implies the User's express, full, and unconditional acceptance of these Terms and Conditions. Acceptance of these Terms constitutes a legally binding agreement between the Licensor and the User.

 

If the User does not agree with any of the terms set forth herein, they must refrain from performing any of the mentioned actions (accessing, downloading, installing, or using the Software). The Licensor reserves the right to modify these Terms and Conditions at any time, in accordance with clause 11, so it is recommended that the User regularly consult the updated terms before accessing the Software.

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3. License to Use

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The Licensor grants the User a non-exclusive, non-transferable, revocable, and limited license to use the Software, in accordance with the terms and conditions set forth in this Agreement. The User may use the Software exclusively for the purposes indicated by the Licensor and in accordance with the limitations specified in this contract.

 

The scope of the License is restricted to:

 

• Personal and Non-Commercial Use: The User may use the Software only for their personal purposes and may not sublicense, sell, rent, lease, transfer, distribute, or otherwise commercially exploit the Software or its derivatives without the prior written consent of the Licensor.

• Use on Permitted Devices: The User may only install and run the Software on devices for which its use has been authorized. The number of devices and the type of permitted use will be defined in the technical documentation provided by the Licensor.

 

The License does not grant the User any ownership rights over the Software or any related intellectual property rights. The Licensor retains all intellectual property rights over the Software and its components, including copyrights, trademarks, patents, and trade secrets.

 

The Licensor may revoke this License at any time if the User breaches the conditions of this agreement, resulting in the immediate loss of the right to use the Software. Upon revocation, the User must delete all copies of the Software from their devices and cease its use.

 

4. Restrictions on Use

 

The User agrees not to:

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• Copy, modify, decompile, disassemble, reverse engineer, or create derivative works of the Software.

• Use the Software for any unlawful, fraudulent, or unauthorized purpose.

• Circumvent, disable, or otherwise interfere with security-related features of the Software.

• Use the Software in a manner that could damage, disable, overburden, or impair servers or networks connected to the Software.

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5. Intellectual Property

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The Software, including its source code, object code, structure, architecture, design, user interface, functionalities, logos, trade names, technical documentation, databases, improvements, updates, derivative developments, and other related elements, constitutes a work protected by applicable intellectual and industrial property laws, both national and international.

 

All intellectual and industrial property rights over the Software belong exclusively to the Licensor or have been duly licensed in favor of the Licensor. In no case shall the User's access or use of the Software imply the transfer, transmission, license, or waiver of such rights, unless expressly stated in writing.

 

The User is expressly prohibited from:

 

• Using the Software to develop products or services that directly or indirectly compete with those of the Licensor.

• Removing, hiding, or modifying any copyright notice, trademark, or other intellectual property notices incorporated into the Software or Documentation.

• Using the Licensor's trademarks, trade names, or other distinctive signs without prior written authorization.

 

The Licensor reserves the right to take any necessary legal action to protect its intellectual property rights against unauthorized uses, infringements, or acts of unfair competition by the User or third parties.

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5 bis. Use of Trademarks and Distinctive Signs

The trademarks, logos, trade names, corporate names, domain names, designs, slogans, and other distinctive signs associated with the Software and the Licensor are the exclusive property of GDH Sostenibilidad y Tecnología, S.L., and are protected by applicable industrial property legislation.

 

Unless prior, express, and written authorization is obtained from the Licensor, the User or third parties are strictly prohibited from:

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• Using any distinctive sign of the Licensor in advertising campaigns, promotional materials, websites, presentations, commercial documents, or other media.

• Registering trademarks, domains, or similar or confusing identifiers with those of the Licensor or the Software.

• Claiming or implying any type of relationship, sponsorship, approval, or association with the Licensor without express consent.

 

If the Licensor authorizes the use of its distinctive signs, the User must strictly adhere to the visual identity guidelines provided and immediately cease their use if requested by the Licensor, without the need for justification.

 

Failure to comply with this clause may result in the immediate revocation of the Software license, without prejudice to other legal actions that may apply.

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6. Upgrades and Maintenance

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The Licensor may, at its sole discretion, provide updates, improvements, security patches, bug fixes, or new versions of the Software (hereinafter, "Updates"). Such Updates may be installed automatically or manually, according to the technical mechanisms defined by the Licensor or the Marketplace platform.

 

The User acknowledges that some Updates may be mandatory to maintain the functionality, compatibility, or security of the Software, and that refusal to install them may limit or prevent its use. The Licensor shall not be liable for errors, incompatibilities, or service interruptions resulting from the User's failure to install mandatory Updates.

 

The Licensor is not obligated to provide support or maintenance for obsolete or non-updated versions of the Software.

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7. Technical Support

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The Licensor may offer different levels of support depending on the license plan contracted, if applicable. The scope, hours, channels, and conditions of support will be defined in the official Software documentation or the product sheet available on the Marketplace.

 

Technical support may include assistance in resolving technical issues, responses to functional queries, or minor updates. The Licensor does not guarantee the resolution of all issues or the uninterrupted availability of the support service.

 

Support does not include customizations, bespoke developments, or assistance with third-party platforms or systems, unless expressly agreed.

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8. Privacy and Data Protection

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The Licensor is committed to complying with applicable data protection legislation, including the General Data Protection Regulation (GDPR) and any other applicable regulations. If personal data processing is involved, it will be detailed in the Privacy Policy, available on the Licensor's official website.

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The User declares that they have read and accepted the Privacy Policy.

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9. Responsibilities and Warranties

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The Software is provided "as is," without any kind of warranty, whether express, implied, legal, or otherwise. In particular, the Licensor does not guarantee that:

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• The Software is free of errors or vulnerabilities.

• The Software operates without interruptions or is compatible with all devices or systems.

• The Software meets the User's specific requirements.

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The Licensor shall not be liable for any damages arising from the use or inability to use the Software, including but not limited to: data loss, business loss, service interruption, indirect, special, incidental, punitive, or consequential damages, even if the

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Licensor has been advised of the possibility of such damages.

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In any case, the Licensor's total liability, whether by contract, tort, or any other cause, shall be limited to the amount actually paid by the User for the use of the Software in the six (6) months preceding the event giving rise to the liability.

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10. Duration and Termination

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The Software License shall remain in effect as long as the User complies with the provisions set forth in these Terms and, where applicable, as long as their subscription or right to use granted through the Marketplace remains active.

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The Licensor may suspend or immediately revoke the License, without prior notice, if the User:​

 

• Breaches any of the obligations set forth in these Terms.

• Uses the Software in an illegal, unauthorized, or fraudulent manner.

• Damages or compromises the security of the Software or other Users.

 

Termination of the License does not entitle the User to any refund and obliges them to immediately cease using the Software, delete all copies, and destroy any related documentation.

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11. Modifications

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The Licensor may modify these Terms at any time to adapt them to regulatory, technical, operational, or commercial changes. Modifications will be communicated through the Software, by email, or via the Marketplace.

 

Unless expressly indicated, modifications will take effect upon publication. Continued use of the Software by the User after the changes take effect will be considered tacit acceptance of the same.

 

If the User does not agree with the modified Terms, they must uninstall the Software and cease its use.

 

12. Governing Law and Jurisdiction

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These Terms shall be governed and interpreted in accordance with the laws of Spain.

 

In the event of a dispute, controversy, or claim arising from the use of the Software, the parties agree to attempt to resolve it amicably and in good faith through direct negotiation.

 

If a satisfactory solution is not reached within a reasonable period, the parties agree to submit the dispute to mediation or arbitration, in accordance with the rules of the Madrid Arbitration Court, Spain. If the dispute is not resolved through these means, the exclusive jurisdiction to resolve the controversy shall be the Courts and Tribunals of Madrid, Spain.

 

13. Compliance with Microsoft's Standard Contractual Clauses

In addition to the provisions of these Terms and Conditions, the use of the Software shall also be governed by the Standard Contractual Clauses of the Microsoft Marketplace, applicable to software publishers distributing through platforms such as AppSource or Azure Marketplace.

 

The User acknowledges and agrees that these clauses form an integral part of the Software usage agreement and can be consulted at the following official link:

 

https://learn.microsoft.com/en-us/legal/marketplace/standard-contract

 

In case of conflict between the provisions of these Terms and those clauses, the latter shall prevail concerning the use of the Software acquired or accessed through the Marketplace.

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14. General Provisions

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• Validity: If any provision of these Terms is deemed invalid, illegal, or unenforceable, such provision shall be deemed deleted without affecting the validity of the remaining clauses.

• No Waiver: The failure to exercise or enforce any provision by the Licensor shall not constitute a waiver of the right to do so in the future.

• Entire Agreement: These Terms, together with the Privacy Policy and Microsoft's contractual clauses, constitute the entire agreement between the User and the Licensor regarding the Software and supersede any other prior agreement, verbal or written.

• Language: In case of discrepancy between translated versions, the original version in Spanish shall prevail.

 

 

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GDH Sostenibilidad y Tecnología, S.L.

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Fecha de actualización: 08/05/2025