TERMS OF SERVICE

Introduction

These Terms of Service define the general terms and conditions of use of the services offered by Digitazon (“Digitazon”, “We” or “Our”), a platform provided by Duing s.r.l. (VAT number 10212740962, a company registered at Via Aselli 18, 20133 Milan) including, without limitation, the use of the website currently located at www.digitazon.com (hereafter, the “Site” or the “Platform”) and any and all associated services (“Services”) provided by Digitazon in connection with the Site.

Before you start browsing the Site and before registering on it, as part of our policy of fairness and transparency and in compliance with legal obligations, we invite you to carefully read these general terms and conditions (hereinafter, also, the "Terms of Service" or “Terms”) that govern the use of services offered through the Site.

These Terms of Service constitute a binding agreement between you and Digitazon regarding your use of the Services. By using the Services, you agree to be bound by these Terms of Service and our Privacy Policy. These Terms of Service and our Privacy Policy, together with any further policies, rules or guidelines posted by Digitazon in connection with specific aspects related to the Services, constitute the entire and exclusive agreement between Digitazon and you regarding the Services, and supersede and replace any prior agreements between Digitazon and you regarding the Services.

1. AMENDMENTS TO THE TERMS OF SERVICE

Digitazon reserves the right to update, supplement and modify all or part of these Terms of Service at any time, for reasons such as offering new features and services on or through the Site or complying with any legal requirements. For this reason, we invite you to periodically review the Terms of Service, it being understood that we will do everything necessary and appropriate to bring to your attention any changes in relation to the Terms of Service and/or the related services offered through publication on the Site.

The changes, updates and additions to the Terms of Service and/or the related services offered will be effective after 15 (fifteen) days from the moment they are published on the Site and will be considered, after the same 15 (fifteen) day term, as being known by users. If necessary to comply with legal or regulatory requirements or in order to face urgent issues (such as, for instance, cybersecurity threats), Digitazon may exceptionally apply a shorter term for the applicability of updates or additions to these Terms of Service, or make them immediately applicable upon publication.

If you do not agree to the Terms in force at the time when you want to use our Services, you may cease using the Services.

2. OUR SERVICES

To simplify the process of business outsourcing to freelancers, Digitazon allows professionals (“Freelancers”) to sell digital services ("Projects") and allows buyers (“Clients”) to list Projects and find the perfect Freelancer for their needs. Once registered, users may freely use Digitazon as Clients and/or as Freelancers.

Below is a description of the main functions and features offered by Digitazon:

• Project search and request: the added value of Digitazon is based on the ability to match people looking for a service with the most suitable Freelancer. On the homepage of the Site, through the “Search” button, visitors can quickly determine if Digitazon provides what they need: they can look at service categories and click on a category, a specific Project or search with any keyword.

On the Project list page, visitors can browse the Project without confusion because each Project is displayed as a block with well-organized information. Visitors can search for the Project suitable for their needs based on the image, description, ratings and status of each individual Project. Visitors can also view related Project using the advanced filter (by category, tag or rating) without reloading the site.

Digitazon helps Clients monitor the offers for Project which match their interests. Freelancers can change the status of a Project (active, paused or archived) according to their schedule. When a Project is paused, it will not be available for orders (this function helps Freelancer to avoid overloading their schedule).

 

Finally, if you do not find the Project you are looking for, you can use the "Request a Project" function to post your request and wait for someone to apply. This function will only be accessible once you have completed the registration and Account creation process.

Digitazon offers an informative detail page for each Project, with a service description, sample images, the number of orders already placed for that Project and ratings/reviews. This helps visitors to get to know the Freelancer and the Project better before deciding to order. Clients can also view and ask the Freelancer to add customized features to their order.

• Project offer: using the "Sell a Project" function, Freelancers can promote their services by entering the details of the activity they offer to potential Clients.

In the dedicated page of each Project, Freelancers can enter a title, the cost of the Project, the delivery time of the Project, the category (to make it easier for Clients to find the service offered) and add a specific section for additional services offered.

Freelancers will also be able to add images, videos and descriptions of their Digs.

• Order placement, communication and monitoring of the Project status:  to help Clients and Freelancers communicate effectively, Digitazon offers a direct communication system that allows Clients and Freelancers to directly discuss any aspect of the Project and/or the Client’s order and to receive notifications whenever they have new messages, before, during and after the ordered Project is delivered.

Clients can complete their order and pay directly on Digitazon, using a simple payment interface (see more on the payment system in art. 6 below). The order system makes it possible for Clients to change order information until check-out. Once an order has been placed, both Client and Freelancer can easily monitor the status of a Project (pending, active, late, delivered, finished, disputed or contested) via Digitazon’s order tracking system.

• Delivery and acceptance of the Project:

Once a Freelancer finishes his Project and delivers it to the Client, the Client can choose to accept the job and change the status of the Project to “finished order”. The Client can then write a review for that Freelancer. If the Client is not satisfied with the job, he or she can send his/her comments to the Freelancer. The Client may also choose to send a complaint request directly to the administrator.

3. ELIGIBILITY TO USE THE SERVICES

Except as expressly provided below, the Services may only be used by individuals and entities who can form legally binding contracts under applicable Italian law. No person under the age of 14 may use the Services without the supervision of a parent or legal guardian. Your use of the Services will be deemed to be a representation that you are of the age of majority or older or are using the Services with the permission of your parent or guardian.  

Moreover, in order to use the Services, Freelancers must have a valid VAT number (or similar in other countries).

4. YOUR ACCOUNT

In order to list a Project or to apply for it, Clients and Freelancers must create their own account (the “Account”) on the Site.

As part of the registration process, you will be asked to provide your personal information, your e-mail address, a username and a password of your choice. Read and acknowledge these Terms of Service as well as our Privacy Policy, then click the “Register” button. An e-mail will be sent to the e-mail address you provided. Your Account will be created by clicking on the “Confirm e-mail” button.

If you elect to not provide the requested information, or if the information you provide is not complete, updated, true or accurate, you may not be able to use some or all of the Services, including, without limitation, the ability to list a Project, to be considered for a Project and to get paid for the performed Project.

You are solely responsible for maintaining the security of your username and password and any activity that occurs under your account. If you learn of or suspect any unauthorized use of your account, username or password, please notify Digitazon via e-mail at support@digitazon.com.

5. USER INTERACTIONS

Digitazon offers an intermediation system that enables interactions between Clients and Freelancers. The Services may also facilitate external communications, including with other people that do not use the Services, via email and other means that are not part of the Services.

Digitazon is not in any way responsible for the conduct of the Clients or Freelancers who use its services and may not be held liable for any damage or loss related to your interactions with other users (Clients or Freelancers) or with any third parties. You are responsible for complying with all applicable laws, rules and regulations in the conduct of your business and/or your performance of any Project.

6. PAYMENT; FEES; NON-CIRCUMVENTION

All work performed to complete a Project shall be compensated through the Services in accordance with our payment policies.

When you buy or sell a Project on the Platform, Digitazon will apply the following fee on payments:

• 20% fee on the transactions (of these, 5% is added to the amount paid by the Client for the Project, while 15% is deducted from what the Freelancer receives for the service offered).

The payment process is carried out via a third-party service provider, Mangopay S.A.. Digitazon will direct the Client to carry out payment upon ordering the Project and will instruct Mangopay to transfer the funds to the Freelancer once the Client has received the requested Project, but other than that Digitazon is in no way implied in the payment process and does not receive any banking or payment data related to the Clients or the Freelancers. You will not do anything to circumvent the foregoing, including by negotiating terms outside of the Services, underbidding on Projects or any other action that would cause the value of transactions processed through Services to be minimized or understated.

8. INTELLECTUAL PROPERTY

The content on the Site and all aspects of the Services, including, without limitation, text, software, scripts, graphics, photos, sounds, music, videos, interactive features and the like (collectively, “Digitazon Content”), and the Digitazon word marks and design marks, as well as other names, logos and materials displayed on the Site or through the Services (collectively, “Marks”), are owned by or licensed to Digitazon and are subject to copyright, trademark and other intellectual property rights.

Following a Client’s order regarding a Project, unless agreed differently between the Client and the Freelancer, when the work is delivered, and subject to payment, the Client is granted all intellectual property rights, including but not limited to, copyrights for the work delivered by the Freelancer (the “Work Product”).

9. USE OF THE SERVICES

You may not reproduce, duplicate, copy, sell, resell or exploit for any purposes the Services, or any portion of the Services, including, without limitation, Digitazon Content and Marks, except as authorized by these Terms of Service.

Prohibited activities include, without limitation, the following:

• violating any local, national or international law or regulation or any provision of these Digitazon Terms of Service;
• knowingly transmitting any material that contains adware, malware, spyware, software viruses, or any other computer code, files, or programs designed to interrupt, destroy, or limit the functionality of any computer software or hardware or telecommunications equipment;
• collecting personal information, including, without limitation, account names or e-mail addresses, of other users from the Services through automated means or otherwise, except as needed to use the Services for their intended purposes;
• impersonating any person or entity or otherwise misrepresenting your affiliation with a person or entity;
• interfering with or disrupting the Services or servers or networks connected to the Services, or disobeying any requirements, procedures, policies, or regulations of networks connected to the Services;
• attempting to decipher, decompile, disassemble, or reverse engineer any of the software comprising any part of the Services;
• attempting to interfere with any security feature of the Services, or circumvent, disable or interfere with any copyright management or other technological measure that effectively controls access to, use or copying of content of the Services; and
• launching any automated system, including, without limitation, “robots,” “spiders,” “offline readers,” etc., that accesses the Services in a manner that sends more request messages to the Services in a given period of time than a human can reasonably produce in the same period by using a conventional Web browser.

Any use of the Site for purposes and/or in ways other than those indicated in these Terms of Service is to be considered abusive and not authorized by Digitazon.

Digitazon reserves the right to prosecute any unauthorized use, or use contrary to the law, in the most appropriate civil, criminal and administrative courts.

Digitazon reserves the right to modify or discontinue the Services, in which case Digitazon will give notice to the Clients and Freelancers who are parties to an order which is ongoing at the time Digitazon decides to modify or discontinue the Services. Digitazon shall not be liable to Clients, Freelancers or any third party should Digitazon exercise its right to modify or discontinue the Services.

10. PRIVACY POLICY

Digitazon will process the personal data you provided in compliance with applicable laws on personal data protection (EU Regulation 2016/679 “GDPR”) and with the Italian Privacy Code (i.e. the Legislative Decree 196/2003). In this respect, your data will be exclusively processed for the use of the Services and/or the Site, according to the terms set forth in our Privacy Policy.

11. LINKS TO OTHER WEB SITES

The Services may contain hyperlinks (“links”) to third party sites or Internet resources that are not owned or controlled by Digitazon. The presence of these links on Digitazon does not imply any acceptance by the Company of the material published on such websites or any other relationship between Digitazon and their operators. Digitazon does not control such links and is not responsible for the content available on those sites and for the use of the content. The user who decides to visit a website linked to the Site does so at his/her own risk, assuming the burden of taking all necessary measures against possible threats.

12. DISCLAIMER

The activities carried out by Digitazon within the Services offered on the Site consist exclusively in offering a platform where Clients can find the Freelancer they consider most suitable for their needs and where Freelancers can take advantage of a platform where they can offer their services.

Digitazon provides information to support the Client’s evaluation. For this purpose, Digitazon makes available the data and information provided by the Freelancers in addition to the feedback given by other Clients under their sole responsibility. Such information is not verified by the Digitazon and Digitazon is not responsible for it.

Digitazon is not required to, but may, verify any information provided by Freelancers or Clients or perform background checks on Freelancers or Clients.

Digitazon does not direct, has no control over, makes no representations and does not guarantee the quality, safety or legality of advertised freelancers services, the truth or accuracy of Project listings, the qualifications, background, or identities of Freelancers, the ability of Freelancers to deliver Digs, the ability of Clients to pay for the Digs, or the ability or willingness of Clients or Freelancers to actually complete a transaction.

The choice of the Project considered most appropriate, as well as the choice of the Freelancer, are made by the Clients independently and under their sole responsibility.

Digitazon is in no way involved in the contractual relationship established between Clients and Freelancers using the Services and/or the Site does not carry out any control, nor assumes any responsibility for the quality, safety, lawfulness and correctness of the services offered by the Freelancers.

13. INDEMNITY

By accepting these Terms of Service, you agree to indemnify, defend, and hold harmless Digitazon and its Affiliates (the “Digitazon Parties”) from and against any and all claims, liabilities, damages, losses, costs, expenses, fees (including reasonable attorneys’ fees and costs) that such parties may incur as a result of or arising from (a) any incorrect or false information you provide to Digitazon; (b) your use of the Services and the use of the Services under your Account; or (c) your violation of these Terms of Service. Digitazon reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will cooperate with Digitazon in asserting any available defenses.

14. FORCE MAJEURE

Without limiting the foregoing, under no circumstances will Digitazon be held liable for any delay or failure in performance due in whole in or in part to any acts of nature, forces, or causes beyond its reasonable control, including, without limitation, Internet failures, computer equipment failures, software bugs, telecommunication equipment failures, other equipment failures, electrical power failures, strikes, labor disputes, riots, insurrections, civil disturbances, shortages of labor or materials, fires, floods, earthquakes, storms, explosions, pandemics, acts of God, war, governmental actions, orders of domestic or foreign courts or tribunals, non-performance of third parties, or loss of or fluctuations in heat, light, or air conditioning.

15. SUSPENSION OR TERMINATION OF SERVICES; ACCOUNT CANCELLATION

Users may receive a warning on their account in case a violation of the Terms and Conditions on their side is suspected or verified, or for any other case of misconduct reported to our Team. Depending on the severity of the violation and/or on the fact that the violation is reiterated, Digitazon may decide to suspend or cancel your Account.

Furthermore, Digitazon shall have the right to suspend or cancel your Account, delete saved content or suspend the upload of further content, or prohibit access to the Site by written notice to you, in the event of a serious breach by you of your obligations under these Terms of Service. In the event of any such termination, the indemnification provisions set forth above shall survive. If your account is being suspended or disabled due to our verifications surrounding a violation of these Terms of Service, you will receive an email informing you of this circumstance and may contact us at support@digitazon.com for more information surrounding the violation and status of the account. If, upon further clarification of the facts having led to suspension or cancellation of your account, it does not appear necessary to us to maintain this measure, your Account will be reinstated. Digitazon declines any liability for its decisions to suspend/cancel an Account, including in the case the Account is reinstated following verification.

In addition, we remind you that you may terminate your agreement with us at any time by notice in writing to support@digitazon.com.

16. LAW, MEDIATION AND JURISDICTION

These Terms are governed by Italian law. Any matter, claim or dispute arising out of or in connection with these Terms, whether contractual or non-contractual, is to be governed by and determined in accordance with the Italian law, without regard to its conflict of laws provisions.

It is in our interest to resolve amicably any disputes that may arise during the use of the Services. For this reason, we ask that, as a first step, you bring any issues to our attention by addressing a claim in writing to info@digitazon.com. In case you deem our response insufficient or unsatisfactory, you may present a mediation request to the Mediation Body (“Organismo di Mediazione”) of the Milan Chamber of Arbitration. The mediation procedure may not last more than 3 (three) months from the moment the request was presented (based on art. 6, Legislative Decree no. 28/2010). For the duration of the mediation procedure, the parties involved agree not to bring any judicial actions in relation to these Terms of Service.

If the mediation procedure does not lead to a satisfactory solution, or if you choose not to submit the dispute to mediation, you or we may always bring legal proceedings in respect of the Services before the Court of Milan.

17. GENERAL PROVISIONS

If any provision of these Terms of Service shall be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from these Terms of Service and shall not affect the validity and enforceability of any remaining provisions. The failure of Digitazon to enforce any right or provision of these Terms of Service will not be deemed a waiver of such right or provision.

Pursuant to and for the purposes of Article 1341 of the Italian Civil Code, you declare to have read and understood and therefore expressly approve , Articles 5 (“User Interactions”) 9 (“Use of the Services”), 12 (“Disclaimer”), 13 (“Indemnity”), 15 (“Suspension or termination of services; account cancellation”) and 16 (“Law, mediation and jurisdiction”).