General Terms and Conditions

The present General Terms and Conditions (hereinafter: “GTC“) govern the terms and conditions of the services (hereinafter: “Services” or “Service“) provided by Avatao.com Innovative Learning Kft., registered in Hungary (registered seat: 1119 Budapest, Andor utca 21/C, Hungary; company registration number registered with the Commercial Court of the Budapest General Court: 01-09-342145; EU tax number: HU24992615; bank account number: HU19 1201 1148 0146 0019 0030 0004; email address: contact@avatao.com; website: www.avatao.com; represented by Márk Félegyházi, managing director) (hereinafter: “Avatao“) through the platform at next.avatao.com (hereinafter: “Platform“).

The hosting service provider for Avatao is Google Cloud EMEA Limited (registered seat: 70 Sir John Rogerson’s Quay, Dublin 2, Ireland; registration number: IE660412; contact: https://cloud.google.com/contact).

1. PROVISION AND USE OF SERVICES

1.1. Avatao offers electronically accessible training- and thematic educational materials and tests on digital security as Services on its digital Platform to its non-individual business customers (hereinafter: “Customer“; Customer and Avatao hereinafter jointly: “Parties“). As part of the Service, Avatao makes various educational materials available to users via digital links as licenses (hereinafter: “License“).

Users of the Service are natural persons who do not qualify as consumers and who are authorized to act on behalf of the Customer (hereinafter: “Administrator“) or those further natural persons who do not qualify as consumers and who have been designated as Users by the Customer or by the Administrator (hereinafter: “User“).

The Customer shall be responsible for the conduct of the persons acting on its behalf, or designated by it to use the Service.

1.2. The naming Customer and User may be used interchangeably in certain provisions of this GTC, with special regard to Clause 2.2., Clause 4. and Clause 7.

1.3. Use of the Service is subject to acceptance of this GTC. By using any part of the Service, the User accepts this GTC.

1.4. The User shall use the Service in accordance with this GTC and all applicable law. The User shall comply with legal provisions in the course of its activities, in particular, it shall not harm the reputation of Avatao and shall act in a fair and honest business manner.

1.5. Avatao may unilaterally change this GTC at any time. Avatao shall publish a brief notice on material changes to this GTC on the Platform 15 (fifteen) days prior to their entry into force. The modification shall be deemed accepted by the continuous use of the Service by the User.

1.6. Avatao reserves the right to modify, suspend or terminate any element of the Service, change its appearance, content, operation or insert any other content at any time without prior notice.

1.7. The contract for the use of the Service (hereinafter: “Contract“) is concluded between the Parties electronically through the Platform in English language. The Contract does not constitute a written contract, is not filed by Avatao and does not refer to a code of conduct. The Customer may not assign the Contract to any third party without the prior written consent of Avatao.

1.8. By entering into the Contract, the User acknowledges that, with regard to the information material published by Avatao and the possibility to try the Service free of charge (demo or trial account may be requested from Avatao), it is verified that the Service is suitable for its intended purposes.

2. REGISTRATION AND INFORMATION

2.1. Registration
2.1.1. To access the Services, the Customer must register through its representative by providing the following information: company name, registered seat, tax number, billing address, billing email address, email address of the representative and the Administrator. A freely chosen password shall be also provided during the registration process. By successful registration a customer account (hereinafter: “Customer Account“) shall be created, which shall be managed by the Administrator in the User management interface.

2.1.2. After registration, the Customer is entitled to purchase the Licenses, which shall be uploaded to its Customer Account by Avatao upon payment. The number of Users is corresponding to the number of Licenses for the period of time specified in each License. Licences shall be used only to a single and specific User and this setup cannot be changed until the Licence expires.

2.1.3. The Customer Account displays the Customer’s data provided by registration, the number and expiry date of the purchased Licenses, the User’s details (name, email address, the operations performed in relation to the Service, the Administrator role, if applicable).

2.1.4. Users shall create a user account (hereinafter: “User Account“) by clicking on the link of License sent by the Administrator via email, and providing the following information: first name, last name, e-mail address, password. By subscribing, the User accepts the GTC and the Privacy Policy of Avatao.

2.1.5. The User shall create a username and password in order to have full access to the Services.

2.1.6. The User shall be responsible for keeping the password confidential and shall ensure that third parties cannot use the Services. The User shall be liable for such use.

2.1.7. The User Account displays the results of the User’s completion of the educational materials and training courses available as part of the Service.

2.1.8. The results of Users belonging to one Client are displayed to the Administrator.

2.1.9 The User shall not be entitled to transfer or grant access to the Services, in whole or in part, directly or indirectly, free of charge or for a consideration, to any other person.

2.1.10. In all cases, the User is responsible for the proper use of the Services and for compliance with this GTC, without prejudice to Clause 1.1.

2.1.11. The User may terminate its User Account at any time by contacting Avatao via email at customersuccess@avatao.com. If misuse of the User Account is suspected, Avatao may terminate the User Account without notice, restrict or terminate access to certain Services. In such cases, Avatao shall have no liability in such cases. In the event of termination of a User Account, the Licenses assigned to it may be assigned by the Administrator to another User. The User shall remain liable for any infringement committed in connection with the use of the Service after the termination of its User Account.

2.1.12. In the event of a dispute between two or more Users as to whom belongs a License, Avatao shall use its best efforts to resolve the issue and decide the dispute. If this process is unsuccessful, the Users shall have the right to apply to the courts.

2.2. Liability for information
2.2.1. By registering, the User undertakes that the data or information provided by it in its User Account shall not infringe the rights or legitimate interests of Avatao or any third party. The User assumes full responsibility for the accuracy of the data and acknowledges that Avatao provides the Service on the basis of such data. Avatao shall not be liable for any damages incurred by the User as a result of incorrect or incomplete data provided by it or its failure to notify Avatao on any changes to the data without undue delay, but no later than 15 (fifteen) days after the data change, and Avatao may claim compensation from the User for any damages incurred as a result.

2.2.2. By creating a User Account, the User declares that: (i) provide true, accurate, current and complete information about itself when completing the registration form for the Services, (ii) promptly update any changes to its data and maintain its accuracy, currency and completeness at all times, (iii) provide a valid payment method on behalf of the Customer for the settlement of the fees for the Services and (iv) use that User Account alone to access the Services, (v) does not grant access to third parties to use the User Account, and (vi) does not use the name of any other person for the purpose of impersonating another person or use the name of another person in a manner that would compromise the authenticity of the User Account. Any damage resulting from the provision of incorrect information shall be borne by the User.

2.2.3. In the event that the User provides false, inaccurate, not actual or incomplete information about itself, or Avatao has reasonable grounds to believe that the information provided is not true, inaccurate, not actual or incomplete, Avatao may suspend or refuse the User access to its User Account and may no also allow the future use of the Services by the User.

2.2.4. The User gives its consents, that its activities and results related to the Service shall be assessed and used by Avatao in a manner that does not identify the User or the Customer, to develop and optimize the Services.

3. FEES AND PAYMENT

3.1. Fees for the Service
3.1.1. The Customer shall pay the fee for the chosen Service (hereinafter: “Service Fee”) in advance by means of a credit card transaction. Payment is deemed to have been made when the Service Fee is credited to the bank account of Avatao. After the Service Fee has been credited to the bank account of Avatao, an invoice shall be issued and sent to the Customer electronically.

3.1.2. The range of available Services, a description and content hereof and the applicable fees and subscription period are available here: https://avatao.com/choose-your-plan/.

3.1.3. Avatao may amend the fees or introduce new charges at any time upon prior notice (by posting on the Platform 15 (fifteen) days before the amendment takes effect). The already paid Service Fee shall not be affected by the modification.

4. LIMITATION AND TERMINATION OF ACCESS TO THE SERVICE

4.1. Avatao has the right, at its sole discretion, to limit, suspend or terminate the User Accounts or restrict access to the Services, or take legal or technical action against a User if Avatao believes that the User is engaging in any activity that is in violation of this GTC or legal regulations. Avatao may unilaterally determine whether the conduct of a User is in violation of the provisions of this GTC.

4.2. Avatao may terminate the access to the Service with immediate effect if: a) the User commits a serious breach of the provisions of this GTC; b) the User commits a breach of the provisions of these GTC that does not constitute a serious breach and fails to cure the breach within 3 (three) days of the written request of Avatao thereon; c) the User obstructs or endangers the proper functioning of the software or Platform of Avatao, in particular if an attack is made from the device of the User, and the User does not cure the infringement within 3 (three) days of the written request of Avatao thereon; d) the User introduces any unlawful content into the software or Platform of Avatao; e) the User uses the Service in a manner or for purposes that are unlawful or for any unlawful conduct; f) based on the data and information available to Avatao, it is likely that the User has misled Avatao with regard to material facts, in particular personal/company data, for the purpose of using the Service.

5. TERMINATION AND CANCELLATION OF THE CONTRACT

5.1. The Customer may terminate the fix-term Contract at any time by giving 30 days’ notice in writing at customersuccess@avatao.com.

5.2. The Customer shall be entitled to terminate the fix-term Contract with immediate effect (extraordinary termination by the Customer) in the following cases: a) Avatao is more than 24 (twenty-four) hours late in providing or starting the Service from the date of payment; b) Avatao is in serious breach of the provisions of the Contract c) Avatao fails to cure the breach of contract within 3 (three) days despite the written notice of the Customer; d) Avatao is subject to bankruptcy or liquidation proceedings based on a court order.

5.3. Avatao shall be entitled to terminate the fix-term Contract with immediate effect in the following cases (extraordinary termination by Avatao): a) the Customer is in serious breach of the provisions of the Contract; b) the Customer fails to cure the breach of contract within 3 (three) days despite the written notice of the Avatao; c) the Customer obstructs or endangers the proper functioning of the software or IT network of Avatao, in particular if an attack is made from the device of the Customer, and does not remedy such breach within 3 (three) days of the written notice of Avatao; d) the Customer introduces any unlawful content into the software of Avatao; e) the Customer uses the Service in a manner or for purposes contrary to its intended purpose, in violation of the law, or engages in any unlawful conduct; f) based on the data and information available to Avatao, it is likely that the Customer has misled Avatao with regard to a material fact, in particular personal/company data, for the purpose of concluding the Contract or using the Service.

5.4. The Parties shall send a notice on the termination of the Contract to the other Party in writing by electronic means (including e-mail).

5.5. The notice on termination shall state the reason for termination (if any), the termination period and the date of expiry of the termination period.

5.6. Avatao shall have the right to limit the scope and use of the Service instead of terminating the Contract. If the Customer fails to cure the reason for the limitation within 3 (three) days, the Contract may be terminated regardless of such limitations if the conditions for termination otherwise apply.

5.7. In the event of termination of the Contract for any reason, the Customer shall be liable to pay any fees and charged incurred up to the termination date of the Contract.

5.8. If the fix-term Contract is terminated by Avatao with extraordinary notice, Avatao shall be entitled to the Service Fee due for the remaining period of the fix term.

6. DATA PROTECTION

6.1. Whenever the User shares personal data with Avatao, the data processing is governed by the Privacy Policy, which the User is obliged to accept in advance.

7. INTELLECTUAL PROPERTY

7.1. The Customer and the User shall not acquire any right or title to the License and Service other than a non-transferable and non-exclusive right to use the Service for the subscription period defined in the scope of Services and in accordance with this GTC.

7.2. The User may not use the software, know-how, educational materials and tests and other intellectual property provided by Avatao necessary for the operation of the Service for any purpose other than the use of the Service. The User shall indemnify Avatao for all damages, costs and claims arising from any breach of this provision.

7.3. The Service and the content available on the Platform are protected by copyright. Avatao is the owner of all copyrights and the rights of database producers.

7.4. Avatao is the exclusive owner of all software, software solutions, technology, technical information, discoveries, ideas, theories, developments, designs, original works of authorship, processes, algorithms, inventions, know-how, patents, processes and other information developed or used by Avatao, modifications and enhancements thereto, all documentation, implementation methodologies, roadmaps, protocols, flowcharts, marketing materials, notes, sketches and other information, as well as trade secrets of Avatao, the Platform and all other confidential and proprietary information of value.

7.5. In relation of the intellectual property, the User shall not a) rent or lend it, encumber it, pledge it or distribute it; b) transfer it to a third party or grant access to it to a third party; c) alter it or consent to its alteration; d) make a copy of it or consent to the making of a copy or the distribution of it; (e) engage in any conduct that compromises the ownership of Avatao of the intellectual property; (f) reverse engineer, decompile, disassemble, or otherwise attempt to obtain the source code for the intellectual property of Avatao; and (g) remove, modify, or overwrite any copyright, trademark, or other intellectual property mark displayed on or appearing in the use of the intellectual property of Avatao.

8. LIMITATION OF LIABILITY

8.1. As Avatao provides the Service on an “as is” basis, Avatao assumes no responsibility for the accuracy, reliability, error-free operation, completeness, availability, fitness for specific purpose, suitability, or any other warranty of the Service, including the software used for operating the Service or any content available through the Service, and Avatao disclaims all warranties to the fullest extent permitted by law.

8.2. Avatao shall not be liable for the ability of the Services to meet any special requirements. The User shall be solely responsible for the risks arising from the use of the Services and for the use and application of the provisions contained therein.

8.3. The User acknowledges that the Platform runs real applications that contain real vulnerabilities. In some cases, network devices (in particular, but not limited to, firewalls) may block the Service from running because they are considered vulnerable or dangerous. It is the sole responsibility of the User to ensure that its network settings allow the Service to run.

8.4. Avatao shall not be liable, inter alia, for any malfunction of the Service due to: a) error or inadequacy of the equipment used by the User to use the Service; b) improper or unprofessional use of the Service; c) breach by the User of any obligation or legal requirement contained in this GTC; d) force majeure; e) interruption or failure of the Service due to interruption of local access or connection provided by another service provider.

8.5. Avatao excludes all liability except for damages caused intentionally and for damages to human life, physical integrity or health.

9. COMPLAINT

9.1. Malfunction reports and other complaints regarding the Service may be made to Avatao at support@avatao.com.

9.2. The User shall be liable for any damage resulting from late or inadequate notification of malfunction.

10. MISCELLANEOUS

10.1. The Parties acknowledge and agree to be bound by the fact that any data, facts or any other information which they have learned, acquired or otherwise come into possession of in connection with each other’s activities, in particular data, facts or any other information concerning their business activities, economic, legal and financial situation, which have not yet been disclosed, shall be treated as business secrets, shall be treated confidentially and shall not be disclosed to third parties or made available to third parties. It shall not constitute a breach of this provision if a Party has fulfilled its legal obligation to provide information or the data owner has given its prior written consent to the disclosure of the information.

10.2. In the case of notification by electronic means, the notice shall be deemed to have been delivered on the working day following the day on which the notice is dispatched.

10.3. The interpretation of this GTC and any matters not covered by this GTC shall be governed by Hungarian law.

10.4. Avatao is entitled to provide the Service in accordance with special terms and conditions placed on the Platform (i.e. indicated as special offers) or as agreed with the Customer or set out in an individual contract.

10.5. The Parties stipulate the jurisdiction of the court of the registered seat of Avatao to settle disputes between Avatao and the Users.

Effective as of 12th June 2024

Avatao.com Innovative Learning Kft.