General Terms and Conditions of Contract
A transparent legal framework for all our technology services
1. LEGAL INFORMATION
In compliance with Law 34/2002 of 11 July on Information Society Services and Electronic Commerce (LSSI-CE), the following details are provided:
• Company name / Name: Marlon Núñez
• Trade name: Nodosnet
• Address: Córdoba (Spain)
• Email: soporte@nodosnet.com
• Website: https://nodosnet.com
Hereinafter, the Provider.
The natural or legal person who contracts or uses the services shall be the Client.
2. PURPOSE OF THE CONTRACT
This document governs the terms and conditions under which the Provider offers, and the Client contracts, technology services, which may include, among others:
- Software development, web or mobile applications and web design.
- Software as a Service (SaaS) platforms.
- Technical maintenance of software, websites and CMS systems.
- Web hosting and associated infrastructure.
- Registration, renewal and management of domain names.
- Licences for software, plugins, scripts and digital solutions.
Each service shall be governed by this document and, where applicable, by the specific conditions, quotes or purchase orders expressly accepted by the Client.
All services are provided under an obligation of means and not of result, unless expressly agreed otherwise in writing.
3. ACCEPTANCE AND CONTRACTUAL PRECEDENCE
Contracting, registering for, paying for or using any of the services implies full and unreserved acceptance of these Terms.
In the event of a conflict between documents, the order of precedence shall be:
- Accepted specific conditions or quotes.
- Specific signed contract, if any.
- These General Terms and Conditions.
This Contract replaces and supersedes any prior agreement, verbal or written, relating to the same subject matter.
4. NATURE OF THE SERVICE
The Client acknowledges that the services provided are technological in nature and subject to technical limitations, third-party dependencies, system updates, regulatory changes and the constant evolution of the digital environment.
The Provider does not guarantee commercial, financial or ranking results, continuous availability, the absence of errors or fitness for a particular purpose other than that expressly contracted.
5. DURATION, VALIDITY AND RENEWAL
The duration of each service shall be as stated in its specific conditions. Unless otherwise indicated, recurring services shall be deemed contracted for an indefinite period and shall renew automatically for periods equivalent to the billing cycle.
Cancellation must be requested in writing with the notice indicated in the specific conditions. Failure to request cancellation shall entail the automatic renewal of the service.
5.1DATA MIGRATION AND RECOVERY
In the event of cancellation, termination or expiry of a service, the Client may request the delivery or export of the Client Content and any other data that it is legally or contractually entitled to recover, in the technically available and commonly usable formats.
In SaaS services or data processing services to which Regulation (EU) 2023/2854 or other mandatory regulations on switching providers, portability or data extraction apply, the time limits, procedures and rights set out in section 9.13 of these conditions shall apply preferentially.
The existence of outstanding amounts shall not extinguish those rights of data recovery, portability or return that cannot legally be waived, without prejudice to Nodosnet's right to claim the amounts owed and to take the legal action available to it.
Once the contractual and legal periods applicable to data recovery have elapsed, Nodosnet may delete the data from its active systems and, subsequently, from its backups in accordance with its technical retention cycles, except for data that must be kept by legal obligation.
The delivery or export of data shall not include the source code, internal tools, infrastructure, designs, templates, systems, proprietary configurations, trade secrets or other assets of Nodosnet or of third parties that do not form part of the data or digital assets that the Client is entitled to recover.
The foregoing is without prejudice to the rights of the Client over free software, third-party software or digital assets under their respective licences.
6. FINANCIAL TERMS, PRICE ADJUSTMENTS AND BILLING
The applicable prices shall be those in force at the time of contracting and expressly accepted by the Client.
Price adjustments
The Provider may review and update the prices of recurring services (including, by way of example, SaaS, maintenance, web hosting or periodic services) for the following reasons:
- Changes in the Consumer Price Index (CPI).
- Increases in operating, technology, infrastructure or external supplier costs.
- Regulatory, tax or technical changes that directly or indirectly affect the provision of the service.
In relationships with consumers (B2C), any substantial change in prices shall be notified sufficiently in advance, and the Client shall have the right to terminate the contract without penalty.
In professional or business relationships (B2B), the Client accepts that price adjustments may be applied in accordance with the foregoing, while in all cases retaining the right to request cancellation of the service.
Billing
Billing shall be in advance unless expressly agreed otherwise. Invoices shall be deemed accepted if they are not disputed in writing within ten (10) calendar days of their issue.
7. PAYMENTS, NON-PAYMENT AND PENALTIES
The Client undertakes to pay the amounts corresponding to the contracted services within the agreed time limits and conditions.
Non-payment shall entitle the Provider to suspend the contracted services in whole or in part, without prior notice. During the suspension:
- The Client's access to the data may be suspended for as long as the breach continues, without prejudice to the periods of retention, return, extraction, portability, blocking or deletion that are mandatory under the contract and the applicable legislation.
- No technical support shall be provided.
The Provider shall accept no liability for damage or loss arising from such suspension.
Repeated or prolonged non-payment may lead to the definitive termination of the contract and the irreversible deletion of data, applications or content. In all cases, deletion shall take place once the legally required periods for recovery, portability or retention have elapsed.
In relationships with consumers (B2C), the definitive deletion of data shall respect the applicable legal time limits and obligations.
8. SOFTWARE AND APPLICATION DEVELOPMENT
Developments shall be carried out in accordance with the functional scope accepted by the Client. Delivery and acceptance, whether express or tacit, imply the definitive closure of the project.
Maintenance, updates and adaptation to new versions of operating systems, browsers or devices are not included unless expressly contracted.
Any subsequent modification, extension or adaptation shall be considered a new service.
9. SAAS AND SOFTWARE AS A SERVICE
Nodosnet may provide software services under the Software as a Service (SaaS) model, through which the Client temporarily accesses an application or platform over the Internet for the term of the contracted service.
Unless expressly agreed otherwise in writing, contracting a SaaS service does not involve the sale of the software, the transfer of its ownership or the assignment to the Client of the intellectual property rights over it.
The SaaS services offered by Nodosnet may consist of Nodosnet's own software or of software, components or applications developed by third parties, and both categories may be combined within the same service.
9.1. SaaS based on Nodosnet's own software
Where the SaaS service is based on applications, platforms, modules, plugins, integrations, automations, interfaces, APIs, code or any other development owned by Nodosnet, all intellectual and industrial property rights over those elements shall belong exclusively to Nodosnet or, where applicable, to its legitimate licensors.
For the term of the service, the Client shall have only a limited, non-exclusive, non-transferable and temporary right to access and use the contracted functionalities for its own business or professional needs.
Except with Nodosnet's express authorisation or where mandatory law provides otherwise, the Client may not:
- copy, reproduce or distribute the software;
- sell, assign, rent or sublicense it to third parties;
- allow it to be used by persons or entities other than those authorised;
- extract or appropriate its source code, structure, logic, design or components;
- reverse engineer, decompile or carry out equivalent actions outside the cases expressly permitted by the applicable legislation;
- remove proprietary notices, trademarks, identifications or protection measures;
- use the software or any of its elements to develop or exploit a substantially equivalent product through the unauthorised use of technology owned by Nodosnet.
Termination of the service shall extinguish the right of access and use granted to the Client, who may not demand the delivery of the source code, applications, infrastructure, internal tools, proprietary configurations or any other element belonging to Nodosnet, unless expressly agreed in writing.
9.2. SaaS based on third-party software
Nodosnet may provide SaaS services based wholly or partly on programs, libraries, frameworks, plugins, modules, APIs or other components developed by third parties.
In these cases, Nodosnet provides the contracted technology service, which may include, among other things, the hosting, installation, configuration, parameterisation, maintenance, administration, integration, updating and support of the software, but it neither acquires nor attributes to itself intellectual property rights belonging to the respective owners of the third-party software.
The use of each third-party component shall be subject to the licence and conditions applicable to it. Contracting the service with Nodosnet shall not give the Client rights over those components beyond those granted by their respective licences.
9.3. Services based on FacturaScripts (Identification of Factue)
Factue is the trade name used by Nodosnet to identify its SaaS invoicing service based wholly or partly on FacturaScripts.
Factue is a service provided by and contracted directly with Nodosnet. Towards the Client, Nodosnet is the contractual provider of the Factue service and may take on, depending on the plan contracted, its hosting, configuration, parameterisation, administration, maintenance, support, updates, integrations and other associated services.
The use of the name Factue does not imply that Nodosnet owns the FacturaScripts core, nor does it alter the intellectual property or licence regime applicable to that software.
FacturaScripts and its respective owners are not party to the contract between Nodosnet and the Client, except for those rights or obligations that derive directly from the licences applicable to the corresponding software.
Where the contracted service uses FacturaScripts, the Client acknowledges that FacturaScripts is third-party software and that the rights over its core belong to their respective owners. The FacturaScripts core is subject to the LGPL free software licence applicable to the version used, so the rights and obligations relating to that core shall be governed by that licence.
Nodosnet does not claim authorship or ownership of the FacturaScripts core. The identification of FacturaScripts within the service is for descriptive purposes only and shall not alter the ownership of the respective rights. Nodosnet may install, host, configure, adapt, maintain and provide professional services on FacturaScripts, and provide the Client with access to it within the contracted SaaS model.
The price paid by the Client to Nodosnet shall correspond to the set of contracted services, which may include hosting, infrastructure, configuration, administration, maintenance, support, customisation, own developments and other services indicated in the corresponding plan, quote or offer.
9.4. FacturaScripts plugins and components
Plugins, extensions or components used together with FacturaScripts may be subject to licences other than the licence applicable to the FacturaScripts core. Such components may be developed by Nodosnet, by FacturaScripts or its contributors, or by other third parties, and may be free software, proprietary, free of charge or paid.
Where a plugin or component has been developed by Nodosnet and its rights belong to Nodosnet, that component shall remain the property of Nodosnet and its use by the Client shall be limited to the terms of the contracted service. The fact that the component works together with FacturaScripts does not mean that the Client acquires rights over Nodosnet's code, developments or intellectual property, unless the licence applicable to the component expressly provides otherwise.
Where plugins or components owned by third parties are used, their use shall be subject to the licence conditions set by their respective owners. If a third-party licence is granted per installation, user, company, domain, time period or any other criterion, that limitation must be respected throughout the term of the service.
9.5. Compatibility between own software and third-party software
Nodosnet's own developments that integrate or communicate with third-party software shall retain their independent legal regime and ownership. The use of free or third-party software as the technical basis of a service shall not in itself mean that the independent developments, plugins, integrations, configurations, automations or components created by Nodosnet must be delivered, assigned or transferred to the Client, unless the applicable licence provides otherwise.
Likewise, no provision of these conditions may be interpreted as restricting the rights that a free software licence grants directly to the Client over the components subject to that licence.
9.6. Updates and evolution of third-party software
The Client acknowledges that the operation of certain SaaS solutions may depend on software developed or maintained by third parties, who may change their applications, functionalities, technical requirements, update policies or availability beyond Nodosnet's control.
Where reasonably necessary for reasons of security, compatibility, continuity, obsolescence or end of support, Nodosnet may update, replace or withdraw such a component, endeavouring to preserve the essential functionalities of the contracted service.
9.7. Modifications made by the Client or by third parties
Nodosnet shall not be liable for errors, incompatibilities, loss of functionality or incidents caused by modifications made directly by the Client or by third parties unrelated to Nodosnet without authorisation. Any analysis or restoration work required may be quoted separately.
9.8. Termination of the SaaS
Termination of the SaaS service shall extinguish the right of access to the infrastructure and services managed by Nodosnet, without entailing the transfer to the Client of servers, infrastructure, code, own developments, plugins owned by Nodosnet or internal tools.
The foregoing is without prejudice to the Client's rights over the data it owns, the legal portability obligations and the rights deriving from free software licences.
9.9. Access, users and credentials
To use the SaaS services, the Client must have an Internet connection and up-to-date devices/browsers. The Client shall be responsible for providing correct information and keeping its credentials safe, without sharing them with third parties.
Nodosnet shall not be liable for access or operations resulting from the loss or negligent safekeeping of credentials attributable to the Client, who must report without delay any reasonable suspicion that they have been compromised.
9.10. Functionalities, availability and service level
The features of each SaaS service shall be those indicated in the contracted plan or offer. Nodosnet shall use reasonable means to maintain availability without guaranteeing an uninterrupted service. Unless expressly agreed in writing, there shall be no contractual SLA commitment regarding specific percentages or maximum resolution times.
9.11. Backups and retention
The backups included are a technical contingency measure according to the contracted plan and do not constitute a permanent historical archive. The Client must keep, by its own means, those documents or invoices that it is legally obliged to retain, or use the export tools available.
9.12. Cancellation of SaaS services
Unless a different period is set in the specific conditions, the Client must give notice of cancellation at least fifteen (15) days before the start of the next billing period. The amounts accrued in the current period shall remain payable.
9.13. Switching providers, portability and data extraction (Data Act)
In accordance with Regulation (EU) 2023/2854, the Client may notify its decision to switch providers, transfer exportable data or request its erasure. The process shall be facilitated without undue delay within the legal transitional period (generally 30 days), with an additional minimum period of 30 days for data extraction.
From 12 January 2027, no switching charges shall be applied to the Client where the legal prohibition established in Regulation (EU) 2023/2854 applies.
Additional professional services (custom developments, extraordinary transformation, etc.) may be contracted and invoiced separately.
10. MAINTENANCE OF SOFTWARE, WEBSITES AND CMS
Maintenance is provided under an obligation of means and not of result.
The Client acknowledges that CMSs (WordPress, PrestaShop or others), as well as their plugins, extensions, themes and templates, are third-party developments unrelated to the Provider and may therefore have vulnerabilities, errors, incompatibilities, malfunctions or security holes, especially when they are not kept properly up to date.
The Provider shall not be liable for failures, incompatibilities, security breaches, errors or loss of information arising from CMSs, plugins, themes, templates, extensions, updates or third-party services.
Corrective actions, restorations, malware clean-ups, backup recoveries, bug fixes, adaptations or interventions arising from such elements may involve an additional cost, unless they are expressly included in the contracted service.
11. WEB HOSTING
The hosting service includes technical infrastructure according to the contracted plan.
The Provider may make backups when the service provides for them, without this constituting a guarantee of complete restoration. Backups may contain pre-existing errors or be corrupted.
The Client is solely responsible for keeping additional backups.
12. DOMAINS
The Provider acts exclusively as an intermediary between the Client and the official registrars.
The Client is responsible for renewal, WHOIS data and compliance with the registry's rules.
Failure to renew may cause the domain to expire. Its recovery, if possible, shall involve additional costs imposed by the registrar. The Provider does not guarantee recovery and is not responsible for the loss of the domain.
13. INTELLECTUAL PROPERTY
Software is not sold, it is licensed.
The software, source code, technical structure, templates, visual designs, architecture, systems, processes and know-how used or developed by the Provider are its exclusive property and are not sold but licensed for use under this Contract, unless expressly assigned in writing.
Client Content is expressly excluded from this ownership and shall be governed by section 13.1.
13.1. Client Content
For the purposes of this Contract, “Client Content” means all texts, data, information, images and materials provided or uploaded by the Client during the provision of the services.
The Client retains full ownership of and legal responsibility for such content and grants the Provider a non-exclusive, revocable licence to host and display it solely in order to provide the contracted service.
13.2. Third-party software, free software and integrated components
The provisions relating to Nodosnet's intellectual property shall apply exclusively to those elements owned by Nodosnet. Third-party programs, libraries, plugins and components shall at all times retain their original regime and licences.
In solutions based on FacturaScripts, the core shall retain the applicable LGPL licence and its original attribution of authorship. The plugins and integrations developed by Nodosnet shall retain the ownership that corresponds to them.
No provision of these conditions is intended to limit the rights that a free software licence grants directly to the Client over components subject to that licence.
14. LIABILITY REGIME AND LIMITATION
The Provider shall not be liable for indirect damage, loss of profit, loss of revenue, loss of data, business interruption or the Client's business decisions.
15. CUSTOMER SERVICE AND TECHNICAL SUPPORT
The Client may contact the Provider through the channels available on the website or through the support email address indicated, for:
- General or commercial enquiries.
- Reporting technical incidents.
- Requests to modify, extend or cancel services.
- Any other matter related to the contractual relationship.
Technical support shall be provided in accordance with the scope of the contracted service and under an obligation of means, with no guarantee of response or resolution times, unless expressly agreed in writing.
16. RIGHT OF WITHDRAWAL AND REFUNDS
In accordance with Royal Legislative Decree 1/2007, the right of withdrawal shall apply only in the cases provided for by law.
In particular, the Client acknowledges and accepts that there shall be no right of withdrawal in the following cases:
- Services that have been fully performed.
- Services customised or developed to the Client's specifications.
- Development of custom software, applications, websites or functionalities.
- Digital content or software whose performance has begun with the Client's consent.
- Registration, renewal, transfer or management of domain names.
Where withdrawal is legally applicable (B2C), the Client shall have fourteen (14) calendar days to exercise it by written notice addressed to the Provider.
17. DATA PROTECTION
Personal data shall be processed in accordance with the General Data Protection Regulation (GDPR) and the LOPDGDD, in line with the Privacy Policy published on the website.
The Client guarantees that it has a sufficient legal basis for the data processed.
18. CHANGES TO THE TERMS
The Provider may modify these Terms by giving at least thirty (30) calendar days' notice before they come into force when the changes are substantial.
Continued use of the services after that thirty (30) day period shall imply acceptance of the new conditions. If the Client does not agree, it shall have this 30-day period to request cancellation or termination of the services without any penalty.
19. GOVERNING LAW AND JURISDICTION
This Contract is governed by Spanish law.
In professional or business relationships (B2B), the parties expressly submit to the Courts and Tribunals of Córdoba (Spain).
Specific Conditions
Managed Web Service
(Esencial, Business and eCommerce Plans)
These Specific Conditions supplement Nodosnet's General Terms and Conditions and specifically govern the provision of the managed web service offered through the commercial plans published on the pricing page in force at the time of contracting.
In the event of conflict, these specific conditions shall prevail only with regard to the managed web service.
1. NATURE OF THE SERVICE
The contracted service consists of the provision of a managed web service, through which Nodosnet designs, implements and maintains a working website within its own technical infrastructure and technology platform.
The service does not constitute a sale of software or a full assignment of the web development, but rather a licence of use linked to the term of the contracted service.
2. SCOPE OF THE SERVICE
The service includes the services specifically indicated in the contracted plan and published on the pricing page in force at the time of contracting (initial design, hosting where applicable, technical maintenance and support).
2.1. Web Hosting Service
Managed web hosting shall only be included when expressly stated in the contracted plan (as in the Business Plan). When the client uses external hosting, Nodosnet shall not be responsible for failures of the chosen provider.
2.2. Features of the Business Plan
- Domain: Registration and renewal (.com or .es) included for the first year. The domain is 100% owned by the Client.
- 24/7 Managed Hosting and SSL: Included while the plan is active.
- Maintenance and Modifications (2 minor changes/month): Changes to existing texts or images at no extra cost.
- Professional Content: Professional copywriting for up to 5 initial sections.
- Email Accounts: Up to 5 corporate 100MB accounts linked to the domain.
- Code Exclusivity and Migration: The design, layout and code are Nodosnet's intellectual property under a temporary, non-exportable licence of use. The client keeps its own domains, texts and images.
3. INTELLECTUAL PROPERTY
The domain name, the content provided (texts, logos, photos) and the data of its activity belong to the client. The base design, layout, framework, tools and source code of the website belong to Nodosnet.
4. DURATION AND RENEWAL
The service shall have the initial duration contracted and shall renew in line with the plan's cycle, covering hosting, maintenance and infrastructure.
End of the Terms and Conditions · Nodosnet