Terms of Service

These Terms of Service — the user agreement (hereinafter — the Agreement) is an offer of the CRYPTOMATION, LDA (NIF: 517427109 NISS: 25174271092, Barcelos, Avenida da Cal, lote 125 1A. 4750-787; hereinafter referred to as Directual), and is addressed to any individual or legal entity (hereinafter referred to as the User) on the conditions set out below.

Completing the registration form at my.directual.com is considered to be an indisputable and unconditional acceptance of the terms of this Agreement by the User. 

Key Concepts and Definitions

Platform — Directual software package at directual.com.

Account — Platform User account.

Personal Profile — section of the Platform where the User can access Directual services (hereinafter — the Services).

Content — information, documents and other objects shared by the User in the Personal Profile.

Pricing Plan — the scope of the rights and services provided to the User.

Internal Account — the number of units connected to a particular User's account, which can be used to pay for Pricing Plans. Units from the Internal Account are not refundable.

Subject

Directual provides a non-exclusive license to use the Platform along with related Services.

The User uses the Platform in accordance with the terms of the Agreement and the preferred Pricing Plan. The User also pays a fee, unless otherwise provided for by the Pricing Plan.

General Provisions

In order to use the Platform, the User is to complete the registration at my.directual.com.

After the registration the User receives a unique Account and access to the Personal Profile.

All actions carried out in the Personal Profile are considered to be committed personally by the User.

The user is solely responsible for:

• Login and password security;
• Consequences caused by the loss and/or disclosure of the login and password to third parties.

Directual recommends against transferring the details of the User’s Account to third parties. In case data transferring occurs, the User is to familiarise third parties with the Agreement and is fully responsible for their actions.

The Platform is not intended for and cannot be used by individuals under the age of 16. By registering, the User confirms to be at least 16 years old. Furthermore, if the User is under 18 years old, he/she guarantees that his/her parent or official guardian accepts the terms of this Agreement.

Terms of Use

The User is entitled to use the Platform in accordance with the Agreement and the current legislation of the Portuguese Republic.

The Platform is integrated with various external services. The Platform provides access to the services alone. All issues related to the use of an external service are governed by the external service documents and are resolved by the service owner and the User on their own.

The Platform and the Services are provided on an "as is" and "with all faults" basis.

The User assumes all risks related to the use of the Platform and its Services. 

Directual does not provide the User any express or implied warranties in regard to the Platform and its Services and does not guarantee (including, but not limited to): fitness for particular purposes, safety and security, accuracy, comprehensiveness, performance capacity, system integration, uninterrupted performance, error-free performance, fault correction, the absence of viruses, legitimate use within any territory outside the Portuguese Republic.

Directual is not liable for:

• Inability to use the Platform for reasons beyond the control of Directual;
• Any actions and/or inactions of service providers, services, networks, software or equipment;
• Distortion, change or loss of the Content;
• The User login and/or password security;
• Unauthorised and/or unlawful use of the User login and/or password by third parties;
• Damage that may be caused to any devices and data storage units and/or software of the User as a result of using the Platform and/or its Services.

Intellectual Property

Directual is a rights holder of the Platform and all its components.

A non-exclusive license is limited by the “right to use”, and none of the provisions of the Agreement imply the transfer of the exclusive right to the Platform or its components to the User. 

A non-exclusive license is granted for the duration of the Agreement on a worldwide basis with no right to sublicense.

Information processing rules and data confidentiality policy are located at www.directual.com/privacy-policy. 

Services

Directual provides the User with the cloud storage services for the User Content.

Directual makes no warranties regarding the operability and safety of the cloud storage server. The User assumes the loss risks associated with the cloud storage irregularities.

Directual is entitled to refuse service to the User if the Content causes high server loads that exceeds the tariff rates (including RPS) and/or impedes stable operation of the Platform, and/or creates any kinds of threats to the Platform, including those resulting in negative impact for the Platform in one form or another.

Prohibited Acts

The User is not entitled to use the Platform in ways not expressly regulated by the Agreement.

The User is not entitled to attempt to circumvent technical limitations set out by the Platform. 

The User is not entitled to decompile, disassemble, decrypt and carry out other manipulations with the source code of the Platform.

The User is not entitled to use the Platform for publication, distribution, storage and transfer in any form of the Content that:

• Is illegal, harmful, threatening, libellous, inciting to violence against a person or a group of people, or inciting  to inhuman treatment of animals, calls for illegal activities, makes clear how to use explosives and other weapons, violates common decency and ethics, contains profane language, promotes hatred and/or discrimination, and also contains negative statements and criticism regarding religion, politics, race, ethnicity, gender, personal characteristics, abilities, gender identity and appearance of third parties, contains insults directed at individuals or organisations;
• Can be perceived as propaganda of certain political and religious views, nonstandard sexual orientation, violence, drug use, alcohol and smoking;
• Violates the rights of minors;
• Violates the rights of third parties to the results of intellectual activity and equated means of individualisation, the right to information constituting a trade secret, causes harm to the honour, goodwill and dignity of third parties, violates National and International Laws;
• Contains information, disclosure of which is forbidden;
• Contains malicious software (viruses, worms, Trojans or other computer codes, files or programs) designed to violate, destroy or limit the functionality of any computer or communications systems (or parts thereof), to allow unauthorised access, to gain access to commercial software by providing serial numbers of logins, passwords, programs for their generation and other means to obtain unauthorised access to fee-based services, as well as posting links to the above-mentioned information;
• Features spam, i.e. mailout of commercial and non-commercial nature without the consent of the recipient in the form of (including, but not limited to): advertising of goods distribution of which is prohibited or restricted in accordance with the legislation of the Portuguese Republic; newsletters with social and/or religious and mystical content encouraging to further distribute these newsletters (e-mail chain letters); lists of other people’s e-mail addresses; MLM pyramid schemes; referral links; “earn money online” schemes and online businesses;
• Violates the laws of the Portuguese Republic, as well as International Law;
• Can be used for illegal collection, storage and processing of third parties personal data;
• Contains ads and/or offers for erotic spa-salons and similar services. 

The User is not entitled to use the Platform to:

• Disturb the Platform’s operation;
• Place links to the websites content of which contradicts the current legislation of the Portuguese Republic and International Law;
• Distribute misleading information regarding the User’s involvement with Directual;
• Contribute to any activities aimed at violating the restrictions and prohibitions imposed by the Agreement, as well as violating applicable legislation.

Blocking and Removal

Directual is entitled to immediately block the User Account in the event of:

• Detecting violations of the Agreement provisions;
• Detecting violations of the current legislation of the Portuguese Republic;
• Receiving allegations of third parties rights violations;
• Receiving respective requirements from the government authorities.

Blocking means full or partial Account suspension. 

The User takes on the obligation to independently do whatever is necessary to stop the violation.

If the blocking is related to third parties rights violation, the User can further use the Platform only providing that Directual receives a written notification from the complaining party that states that the dispute has been resolved and there are no rights violation claims from third parties.  

In the event that Directual receives instructions from the government authorities, including notifications and claims from the authorized state authorities and officials, Directual blocks the User Account responsible for the violation. In this case the User can be unblocked only if Directual is provided with an official notification from the government authorities mentioned above, stating that there are no claims against the blocked User Account.

Directual is entitled to deny access to the User and block the Account featuring indirect advertising of goods and services, prohibited by the legislation of the Portuguese Republic and International Law. 

Directual is entitled to unilaterally delete the Account, including the User Content.

Pricing Plans

All Pricing Plans are available at www.directual.com/pricing. 

Pricing Plans can be changed by Directual unilateral decision. Paid period costs are not to be changed.

After completing the registration, the User is entitled to use the Free Plan. Directual may provide the User with the free trial of the Paid Plan.

In order to switch to the Paid Plan on an ongoing basis, the User is to pay for it by means suggested by the Platform features. In order to switch from one Paid Plan to another the cost of the new Plan is to be paid in full.

Payment is carried out on a prepayment or postpayment basis, at the Directual's discretion.

Payment date is the date on which the payment is transferred to Directual’s current account.

Payment obligations are considered unfulfilled in the event of a refund at the request of the payment institution.

Payment for the Pricing Plan is primarily made from the User's Internal Account and, in case of default, from the User's bank card (if any) connected to the User's Account. Payment attempts for the Pricing Plans shall proceed on a daily basis if the balance on the User's Internal Account is negative. 

User may fund his Internal Account for the subsequent payment for the Pricing Plan. The Internal Account can be funded with a bank card, payment by account, using a promo code or referral system. Units in the Internal Account balance are considered as an advance payment for the services of Directual.

Directual is entitled to provide a chargeable Pricing Plan even if there are insufficient units on the User's Internal Account, resulting in the User's negative balance. Negative balance is not considered a commercial loan or credit under any circumstances.

Pricing Plan value consists of license fee (100%). License fee is exempt from VAT or similar taxes.

Directual does not issue invoices to persons who are not VAT taxpayers, and to taxpayers who are granted tax exemption, related to tax calculation and payment. 

If the Services are not being utilised, it doesn’t excuse or exempt the User from paying for them.

Upon the Pricing Plan expiration, it is automatically extended for a period similar to the previous one. The User’s payment card is automatically charged the corresponding amount in accordance with the current Directual Pricing Plans.

Pricing Plan may include a fixed and variable part of its value. Variable part depends on actual features of the Platform use (current load, volume of the Content, etc.). If the User exceeds the limits of the chosen Pricing Plan, the User’s payment card is automatically charged the cost of the used resources in accordance with the current Pricing Plan.

In case of insufficient funds on the User's internal account to pay for the Pricing Plan, a negative balance is formed on the User's internal account when the funds are debited.

In case the User's internal account has a negative balance, Directual is entitled to suspend the validity of the Pricing Plan in the following payment period.

In case the User does not fund his Internal Account after 30 days from the suspension of the Pricing Plan to cover the negative balance, the Directual is entitled to block immediately the User's Account.  

Access to the User's Account can be reactivated once the required amount is credited to the Internal Account and the payment for the Pricing Plan is charged.

The User is entitled to cancel the auto payment feature or notify Directual of the unwillingness to renew the paid Plan through the Personal Profile not later than 1 (one) day before it expires. It should be noted that, in case of using additional resources, the User’s payment card is automatically charged their cost in accordance with the current Pricing Plan. 

When switching from one Pricing Plan to another the User is to adjust his/her Personal Profile in accordance with the Pricing Plan conditions.

When the first payment for the Pricing Plan is carried out, the User gives Directual and its partners consent to his/her payment card information storage and agrees to Directual charging his/her payment card in order to:

• Implement the auto payment feature;
• Charge other payments related to the Agreement;
• Discharge the User’s debt.

Directual Rights

Directual is entitled to:

• Modify and update the Platform without express notice to and consent of the User.
• Impose limitations on the Platform use;
• Delete the User Account;
• Send messages, notifications, requests, information of an advertising nature to the User.
• Send information on the Platform to the User;
• Access the User’s Personal Profile to monitor the Platform’s functionality;
• Carry out routine maintenance that can cause temporary suspension of the Platform.
• Restore access to the User’s Account if it’s been hacked, lost or if the User changed login/password, provided the following conditions have been fulfilled:
• The Account was used on the paid Pricing Plan bases;
• The User completed all the necessary steps specified in the instruction on restoring access, provided per User’s request;
• Delete an application created by the User on the Platform using the free Pricing Plan without giving the reason.

Personal Data

The Platform processes User’s personal data for implementation of the Agreement, according to the requirements stipulated in the Federal Law of July 27, 2006 № 152-FZ "On Personal Data" and General Data Protection Regulation (GDPR).

The processing and protection of personal data is determined by the Directual Privacy Policy at www.directual.com/legal/privacy-policy.

11. Limitation of Liability

Directual shall not be responsible or liable for the loss of direct or indirect benefit of the User.

Directual’s liability under the Agreement cannot exceed the cost of the Pricing Plan paid by the User.

Duration of the Agreement

The Agreement is valid from the moment of acceptance until the User Account is deleted.

The User Account can be deleted due to

• The User request;
• The grounds specified in Section 7.

If the deleted Account is on the paid Pricing Plan, the license fee is non-refundable.

Dispute Resolution

All claims and disputes arising under, out of or in connection with this Agreement are solved by conducting good faith negotiations.

If the Parties fail to reach agreement, disputes and conflicts shall be resolved under a pre-action protocol. The claim response period is 30 days.

If the Parties are unable to reach agreement, the matter may be referred to the Court at Directual location.

In this case the applicable law is considered to be the current legislation of the Portuguese Republic.

Directual End of Service Case

If Directual is no longer available to support its cloud services (e.g. in case of a bankruptcy), the source code of Directual platform will be opened and uploaded to GitHub.

Final Provisions

This Agreement may be modified. Directual is entitled to make changes at its discretion, including, but not limited to, the cases when the appropriate changes are related to the changes in the applicable law, as well as when the appropriate changes are related to the changes in the operation of the Platform and Services.

Directual encourages you to review this Agreement from time to time to keep up with the latest updates.

This Agreement is drawn up in the English language. This English version shall prevail, in case of dispute or doubt, over any translation or interpretation of the Agreement.