(Integral Part of the General Terms and Conditions of Tublat Ltd)
Premise
This addendum (“Blead Addendum”) constitutes an integral and substantial part
of the Tublat Ltd General Terms and Conditions, published at https://tublat.com/legal/general-conditions (“General Terms”).
It governs in detail the access, use, management, and maintenance of the Blead
software, a CRM platform for lead management, data and marketing campaigns
(hereinafter “Blead Service” or the “Service”). For all matters not expressly
provided for herein, reference is made in full to the General Terms.
1. Service Object
1.1. Grant of Right of Use
Tublat Ltd grants the Client a non-exclusive, non-transferable, non-assignable
and revocable right to access and use the Blead software, exclusively for
lawful internal business purposes, in accordance with the technical and
commercial specifications provided.
1.2. Modifications, Updates and Interruptions
Tublat Ltd may, at its discretion, modify, update, suspend, or temporarily or
permanently discontinue the Service for technical, security, regulatory, or
product development reasons. Such changes shall not entail any obligation for
refund or compensation to the Client.
1.3. Technical Compatibility
The Client is responsible for providing the necessary hardware, software, and
network infrastructure to access the Service. Tublat Ltd shall not be liable
for malfunctions caused by external systems or incorrect configurations.
2. Activation, Duration and Termination
2.1. Activation
The Service shall be activated only after acceptance of these terms and full
payment of applicable fees. Use of the Service by the Client implies full and
unconditional acceptance of this document.
2.2. Contract Duration
The contract has a minimum duration of 12 months from the activation date and
shall automatically renew for subsequent periods of equal duration, unless
written notice of termination is given at least 45 days prior to expiration.
2.3. Termination and Suspension
Tublat Ltd may suspend or terminate the contract, even without notice, in the
event of:
• non-payment of due fees;
• unlawful or improper use of the Service;
• material breach of these terms.
In such cases, the Client shall immediately lose access to the Service without
any right to a refund or compensation.
2.4. Voluntary Termination
The Client may withdraw by providing at least 45 days’ prior written notice and
shall remain obligated to pay all sums due up to the effective termination date
of the Service.
2.5. Monthly Billing
In the case of monthly billing, the contract shall remain binding for twelve
(12) months. In case of early termination by the Client for reasons not
attributable to Tublat Ltd, the Client shall be required to pay the remaining
fees until expiration as well as the liquidated damages set out under Clause
10.6 of Tublat Ltd’s General Terms, equal to 20% of the Contract value.
The Parties expressly acknowledge that such amount represents a genuine and
reasonable pre-estimate of the economic losses that Tublat Ltd may incur as a
result of early termination of the contractual relationship and does not
constitute a penalty under English law.
3. Client Obligations and Responsibilities
3.1. Data Accuracy
The Client guarantees that all data entered or processed through the Service is
truthful, accurate, and lawful. Any unlawful or incorrect content shall be the
exclusive responsibility of the Client.
3.2. Lawful and Proper Use
The Client undertakes not to use the Service for:
• sending spam, bulk or unauthorised communications;
• distributing viruses, malware or harmful code;
• unauthorised collection of personal data;
• infringements of third-party copyrights or trademarks.
3.3. Indemnification
The Client shall indemnify and hold harmless Tublat Ltd, its directors and
collaborators from any liability or third-party claim arising from:
• breaches of law or contract;
• improper use of the Service;
• unlawful data processing or sending of unauthorised communications.
3.4. Responsibility for Access
The Client is responsible for all activities carried out through its account,
including those of employees or collaborators.
3.5. Data Backup
The Client must perform regular backups. Tublat Ltd does not guarantee the
recovery of lost or damaged data unless due to fraud or gross negligence.
4. Limitation of Liability
4.1. Operating Warranty
Tublat Ltd guarantees the proper functioning of the Service in accordance with
the available technical documentation, but does not guarantee commercial
results or increases in leads, conversions or revenue.
4.2. Exclusion of Liability
Tublat Ltd shall not be liable for:
• indirect or consequential damages;
• loss of profits, data or business opportunities;
• temporary interruptions or malfunctions;
• errors attributable to third parties, the Client, or improper use of the
Service.
4.3. Gross Negligence or Fraud
The above limitations shall not apply in cases of proven fraud or gross
negligence by Tublat Ltd.
4.4. Technical Interruptions
The Client accepts the possibility of scheduled or extraordinary interruptions
for maintenance, updates or improvements to the Service, without giving rise to
any right to compensation or refund.
4.5. Service Provided “As Is”
The Blead Service is provided “as is” and “as available”, without implied or
express warranties of continuous availability, compatibility, absence of
errors, omissions or technical or stylistic imperfections. Tublat Ltd does not
guarantee that the software will meet the Client’s specific needs or that it
will operate uninterrupted, securely, or error-free.
5. Fees and Payment
5.1. Fees
The Service fees are indicated in the quotation or the subscription plan
selected by the Client and may be updated with at least 30 days’ written
notice.
5.2. Payment Terms
The Client undertakes to comply with the payment deadlines. In case of delay,
Tublat Ltd may suspend the Service and apply statutory late-payment interest,
without prejudice to the right to compensation for damages.
5.3. Taxes
All amounts are exclusive of VAT and other applicable taxes, which shall be
borne by the Client.
6. Intellectual Property
6.1. Ownership
All rights to the software, source code, databases, logos, trademarks, and
designs of Blead are the exclusive property of Tublat Ltd or its licensors.
6.2. Prohibitions
The Client may not:
• copy, modify or distribute the software;
• create derivative works or perform reverse engineering;
• sublicense or resell access to the Service.
6.3. Confidentiality
The Client undertakes not to disclose to third parties any technical or commercial
information relating to the Service operation.
7. Third-Party Providers and White-Label Services
7.1. Use of External Providers
Tublat Ltd may use suppliers, technology partners or third-party platforms,
including on a white-label basis, for the provision and management of the Blead
Service (e.g., API providers, hosting, cloud or data analytics platforms).
7.2. Limitation of Liability
The Client acknowledges that Tublat Ltd shall not be liable for interruptions,
suspensions or cancellations of the Service caused by such external providers.
7.3. No Refunds
In such cases, no refund or compensation shall be due to the Client. Tublat Ltd
may, if possible, act as an intermediary in resolving the issue with the
provider.
7.4. Client Indemnification
The Client agrees not to bring claims against Tublat Ltd for damages arising
from malfunctions, data loss, or interruptions attributable to third-party
providers.
8. General Provisions and Integration with the
General Terms
8.1. Integration
This document integrates the Tublat Ltd General Terms. In case of conflict, the
specific clauses of this Annex governing the Blead Service shall prevail.
9. Confidentiality and Data Protection
9.1. Confidentiality Obligation
Both parties undertake not to disclose, communicate or make accessible to third
parties any confidential, technical, operational, commercial or strategic
information acquired during execution of this contract, including CRM
configurations, customer data, marketing campaigns, and internal procedures.
9.2. Duration of the Obligation
The confidentiality obligation shall continue after termination of the contract
and shall remain valid for a minimum period of five (5) years, except for
sensitive or proprietary information which shall remain confidential
indefinitely.
9.3. Personal Data Processing
The processing of personal data is governed by the following documents, which
form an integral part of this contract:
• Privacy Policy
• Cookie Policy
• Data
Processing Agreement (DPA)
9.4. Roles in Data Processing
Tublat Ltd acts, depending on the circumstances, as:
• Data Processor, for technical and operational data processed within the
Service (e.g., logs, analytics, configurations);
• Independent Data Controller, for administrative, contractual and security
data.
The Client remains the Data Controller for personal data entered, managed or
exported through Blead, assuming full responsibility for lawful data processing
and consent collection under the GDPR, UK GDPR and local regulations.
9.5. Data Security
Tublat Ltd adopts appropriate technical and organisational measures to protect
data (encryption, authentication, firewalls, backups and monitoring). However,
it cannot guarantee the complete absence of cyber risks, intrusions or external
failures.
9.6. Client Indemnification
The Client shall indemnify and hold harmless Tublat Ltd from any liability,
cost or penalty arising from:
• unlawful or non-compliant data processing;
• breach of privacy laws;
• unauthorised access to accounts or databases;
• improper use of the Blead Service by the Client or its users.
10. Governing Law and Jurisdiction
10.1. Governing Law
This Addendum is governed by English law.
10.2. Jurisdiction
Any dispute regarding the validity, interpretation or performance of this
document shall fall under the exclusive jurisdiction of the courts of London
(United Kingdom), as provided under Art. 20.6 of the General Terms.
