These terms & conditions (the “Agreement” or “Terms & Conditions”) are entered into by and between TANAZA S.p.A., a company created under the law of Italy, having its registered office in Milano, Carlo de Cristoforis, 13 – 20124, registered with Milan Chamber of Commerce with n. VAT IT07081410966 (“TANAZA”) and you (“User”, “Visitor” or “You”), for browsing TANAZA’s websites and accessing its Services (as defined below), unless You and TANAZA enter into or have entered into another agreement regarding Services which is in effect at the time the applicable order is received by TANAZA (“Other Agreement”), in which case the terms and conditions of such Other Agreement shall govern the purchase and license of those TANAZA Services. “Other Agreements” shall be valid and supersede this Agreement only if concluded in writing (paper or digital signature pursuant to applicable law).
By browsing TANAZA’s websites (also referred as the “Websites”) and using its applications, widgets, software, features, tools, and other Services provided by us (as defined below), You agree to be bound to the latest version of this Agreement, also according to article 13. If You do not agree with the terms of this Agreement, you may not use TANAZA’s Services.
Our Services are very heterogeneous, so sometimes other additional terms or requirements for specific Services could apply. The additional terms, and their updates, will be available with the related Services and will be part of the contract between us and the User in case of use of such Services.
If an End Customer (as defined below) accesses the Services through third parties (such as TANAZA’s Partners or Resellers), the terms and conditions of access to the Services shall be agreed upon between such End Customer and the third party, and there will be no direct contractual relationship between TANAZA and the End Customer.
Services: TANAZA Services include TANAZA’s Websites and TANAZA’s cloud-based software solutions accessible from TANAZA’s Websites. Such software solutions are made available by TANAZA in the form of “Software as a Service” (“SaaS”), and are aimed at whoever, for whatever professional reason, is willing to provide or share Internet access with other people (be they customers, guests, passengers, etc.) while being able to configure and manage multiple Internet access points in a centralized manner. TANAZA Services do not include Internet access or hardware provisioning services, which may be provided by other sources, including TANAZA Resellers. TANAZA Services may include licenses for ancillary firmware, software applications, widgets, tools and smartphone apps, necessary for the use of TANAZA’s cloud-based software solutions. TANAZA Services may also include support for the configuration of TANAZA’s software solutions, applications, apps, widgets and tools. TANAZA Services may be provided directly to End Customers, or through TANAZA Resellers or Partners.
Visitors: those who merely browse TANAZA’s Websites or use interactive demos, to test features or to carry out activities, such as downloading brochures or free firmware authorized by TANAZA and specified in the Websites.
End Users (or End Customers): those who provide Internet access (or network access) their Wi-Fi Users with access points managed through TANAZA Services; they may be either direct customers of TANAZA or customers of TANAZA Resellers or Partners.
Resellers and Partners: those who use TANAZA Services to manage the Wi-Fi access points of their End Customers, though which such End Customers provide Internet access (or network access) to Wi-Fi Users; Resellers and Partners may also bundle TANAZA Services with other services they provide to their End Customers.
Users (or Customers, or You): those who are direct customers of TANAZA and are bound to this Agreement; they could be either End Users or Resellers/Partners, depending on who has the direct contractual relationship with TANAZA.
Wi-Fi Users: those who use Internet access (or network access) services provided or shared by TANAZA End Users. Wi-Fi Users do not enter into any Service Agreement relationship with TANAZA nor with TANAZA Resellers, even when they use software applications, smartphone apps, captive portals or any other software tool provided by TANAZA in order to access Internet services provided by TANAZA End Users.
TANAZA grants You a limited license to access and make personal use of the Websites.
By accessing and visiting our Websites, the Visitor acknowledges to have read our Privacy Notice and Cookies Notice available atwww.tanaza.com/legal.
By testing our features or carrying out other activities that TANAZA provides to Visitors, You accept this Agreement.
To activate and use TANAZA’s Services that require registration, You need to register for an account through our Websites by completing and submitting the account registration form on our Websites.
By registering, You acknowledge acceptance of this Agreement and represent that You have the capacity to be bound by it or, if You are acting on behalf of a company or entity, that You have the authority to bind such company or entity.
To activate TANAZA’s Services and access TANAZA’s secure area, You must enter Your ID and password to authenticate Your account. Access to and use of password protected and/or secure areas of the Websites are restricted to authorized Users only. Unauthorized access to such areas is prohibited and may lead to prosecution.
When You have created an account on the Websites, You confirm that the information You have provided is truthful, that the account is associated to one individual and the account will be used by You or by someone who acts on Your behalf. Upon any changes, You agree to update Your account to maintain the accuracy thereof.
To protect Your account, You must keep Your password confidential. You are responsible for the activities carried on or through Your TANAZA’s account. If You authorize third parties to access the Services through Your account (e.g. by using the User invitation or sub-account function), You assume full responsibility for the account and for the activities carried out through it also by third parties, including collection, processing and/or communication of any data collected through the account itself.
If You become aware of any unauthorized use of Your password or account, You agree to notify TANAZA immediately by writing firstname.lastname@example.org. If You do not notify TANAZA immediately of such use, You will be responsible for any liability or damages incurred by TANAZA or any other User or third party due to unauthorized use.
Compromised Account.If TANAZA believes that Your account has been compromised, TANAZA may require You to update Your password. Furthermore in this case, as well as in all cases in which You do not comply with any of these Terms & Conditions, TANAZA may suspend or limit the use of Your account and the provision of Services until You update Your password or cease non-compliance with these Terms & Conditions.
MAC spoofing.TANAZA Services identify Media Access Control (MAC) addresses of network interfaces. The MAC addresses should not be changed. There are tools in which a MAC address can be masked (so-called “MAC spoofing”). MAC spoofing is done for legitimate and illicit purposes alike. Essentially, MAC spoofing entails changing a computer’s identity, for any reason, as bypassing of access control lists on servers or routers, either hiding a computer on a network or allowing it to replace another network device. TANAZA provides some tools to prevent these attacks (e.g. provides different authentication modes with gradual levels of security such as open wpa, wpa2, radius, splash page, auto login). It is Your sole responsibilty to choose among Services’ features with different levels of security associated with them, depending on the context of use and on the type of Wi-Fi Users who are allowed to use Your Internet connection. If You become aware of any unauthorized use of any MAC addresses, You agree to notify TANAZA immediately by writing email@example.com. If TANAZA believes that any MAC addresses are spoofed, TANAZA may request You information about it and eventually suspend or limit the use of Your account if we believe at our sole discretion it may compromise the security of TANAZA Services (see also article 10).
Age. Our sites and services are intended for persons over the age of 18. By submitting an application to use the Services, if You are an individual, You represent that You are at least 18 years old. Parents and guardians should also remind any minors that the use of Internet can be dangerous and take appropriate precautions to protect children, including monitoring their use of it.
Business Use Only. TANAZA Services are intended for use by business entities only (including professionals) which independently carry out the supply of goods and services, whatever the purpose or results of such economic activities are, with express exclusion of private use by consumers.
Devices, operational systems, and accounts. Use of the Services may require compatible devices and/or operational systems, Internet access, and certain software; it may require periodic updates and may be affected by the performance of these factors. The latest version of required software may be required for certain transactions or features. You agree that meeting these requirements is Your responsibility.
Availability of the Service. The Services, or any feature or part thereof, may not be available in all languages or in all countries and TANAZA makes no representation that the Services, or any feature or part thereof, is appropriate or available for use in any particular location.
Compliance. You acknowledge that it is Your responsibility to ensure that the use of TANAZA’s Services is permitted under the laws of Your jurisdiction and You agree to indemnify and hold TANAZA harmless if Your use of the Services is in violation of local law.
Limitations on Use.You agree to use the Services only for purposes permitted by this Agreement, and only to the extent permitted by any applicable law, regulation, or generally accepted practice in the applicable jurisdiction. If Your use of the Services or other behavior intentionally or unintentionally threatens TANAZA’s ability to provide the Service or other systems, TANAZA shall be entitled to take all measures to protect the Services and its systems, which may include suspension of Your access to the Services. Repeated violations of the limitations may result in termination of Your Account.
Third parties functionality. Our Services depend frequently on third parties functionalities (e.g. Facebook, Twitter, Instagram, DNS providers, local and international Internet service providers). If these third parties reduce their functionality, TANAZA may not be considered responsible for the resulting inconvenience.
Wi-Fi Users’ Personal Data Processing. Providing or sharing Internet connection access through TANAZA Services may entail processing of Wi-Fi Users’ personal data. With respect to such personal data processing, in accordance with EU Reg. no. 679/2016 (“GDPR”) You acknowledge and agree that:
if You are an End Customer, You are Controller; if You are a Reseller or Partner, either You are Processor and your End Customer is Controller, or You are Controller, depending on how You devised the contractual relationship between You and your End Customer;
the Data Processing Addendum (“DPA”) to these Terms & Conditions, available atwww.tanaza.com/legal, shall apply;
it will be the sole responsibility of Controller to provide the specific information pursuant to art. 13 of the GDPR to Wi-Fi Users and to define the terms and conditions of use applicable to its Wi-Fi Users;
any privacy notice or other legal texts or disclaimers possibly displayed or otherwise provided by and/or included in TANAZA Services are templates provided on a courtesy basis, without warranties or conditions of any kind, either express or implied, and it is Your sole responsibility to modify such texts or substitute them with other appropriate texts depending on the context of use and on the applicable laws and regulations;
If You are going to use TANAZA’s Services to collect and process personal data belonging to any of the special categories listed in art.9 of the GDPR, You must contact TANAZA firstname.lastname@example.org this Agreement or the DPA may be integrated by specific conditions. Failing that, TANAZA, as (Sub)Processor, cannot be held responsible in any way for the processing of such data and You agree to release TANAZA from any liability, also towards third parties.
As an exception, when Wi-Fi Users use Tanaza’s Facebook App to log in with their Facebook account to Wi-Fi services provided by Tanaza Customers ‒ even if, also in such case, Wi-Fi Users do not enter into any Service Agreement with Tanaza (Tanaza provides Services only to its Customers, and Wi-Fi access points are provided to Wi-Fi Users by Customers, not by Tanaza; Tanaza Services are intended only to allow Customers to better manage their Wi-Fi access points) ‒ for technical reasons Tanaza needs to be Controller of Wi-Fi Users’ personal data (but only of those data provided through the Facebook App) in order to be able to provide Facebook authentication functionalities for Customers’ Wi-Fi access points.
Users’ Personal Data Processing. Providing TANAZA Services to Users may entail the processing by TANAZA of personal data of Users. You acknowledge and agree that, with respect to such personal data processing, in accordance with GDPR:
You are Data Subject;
TANAZA is Controller;
You have read our Privacy Notice and Cookies Policy available atwww.tanaza.com/legal(or successors thereof).
Support. If it is necessary, TANAZA offers You technical support regarding the use of TANAZA’s software (the “Software”). During support activities, TANAZA could ask You authorization to change configurations of Your devices.
When You browse TANAZA’s Websites or use TANAZA’s Services, You must not:
use our Websites and Services in any way or take any action that causes, or may cause, damage to the Websites and/or to the Services or impairment of the performance, availability and/or accessibility of the Websites and/or of the Services;
use our Websites and Services in any way that is unlawful, illegal, fraudulent or harmful, or in connection with any unlawful, illegal, fraudulent or harmful purpose or activity;
use our Websites and Services to copy, store, host, transmit, send, use, publish or distribute any material which consists of (or is linked to) any spyware, computer virus, Trojan horse, worm, keystroke logger, rootkit or other malicious computer software;
use our Websites and Services to infringe any person’s legal rights, copyright, moral right, database right, trade mark right, design right, right in passing off, or other intellectual property rights.
integrate Services, including TANAZA software/firmware, with other software/firmware not owned by Tanaza without written consent by TANAZA. In particular, it’s not allowed to use discontinued versions or bypass TANAZA to use discontinued versions of the TanazaOS Installer. Any misuse of the TanazaOS Installer or TanazaOS firmware is also not allowed. Interfering with the communication between the TANAZA infrastructure and the TanazaOS Installer is not allowed.
TANAZA’s cloud software solutions are not distributed and they are only provided as SaaS, so TANAZA Users are notgranted any copyright license on them. However, we refer to “Licenses to use the Services” for practical purposes, in order to identify the quality and quantity of TANAZA Services purchased by Users.
TANAZA’s ancillary software applications, apps, tools, widgets and firmware (intended to be installed on third party devices and to be used in connection with TANAZA’s cloud software solutions) are distributed ‒ unless otherwise specified ‒ under a non-sublicenseable and non-exclusive copyright license, for the sole use in connection with regularly purchased and paid TANAZA Services.
TANAZA offers licenses and account-plan licenses per device.
These licenses are worldwide, non-assignable and non-exclusive licenses to use TANAZA Services. The sole purpose of these licenses is to allow the User to use the Services provided by TANAZA and make use of their advantages, in the manner permitted by this Agreement.
You may activate different types of licenses, which may include one, or more, or all TANAZA Services.
Per-device licenses allow managing a specific device from TANAZA’s cloud platform for a specific time, e.g. 1, 3 or 5 years, independently from the online/offline status of the unit, i.e. its ability to reach TANAZA’s servers and cloud infrastructure. You may activate a “lifetime” license, which lasts for the lifetime of Your device identified by a specific MAC Address.
In case license associated to a device expires, the Services for such device will stop being provided, until another active license is associated to such device.
Prices for Services shall be those specified in TANAZA’s current price list.
Payments shall be made upon ordering, unless different conditions of payment are agreed upon with TANAZA.
Except as expressly provided in this Agreement, all the fees and other amounts You pay under this Agreement are non-refundable
If You fail to pay TANAZA on time, in addition to all other rights and remedies, which TANAZA may have at law or in equity, TANAZA may, without terminating this Agreement, in its sole discretion and without further notice to You (other than the request for payment), uspend Your account according to article 10 and the Services and/or deny access to them.
Services fees do not include taxes. Unless otherwise stated, You are responsible for all insurance, customs duties and taxes related to the Services provided under this Agreement, excluding taxes based upon TANAZA’s income.
All content included on TANAZA’s Websites, such as text, graphics, logos, button icons, images, audio clips, digital downloads, data compilations, and software, as well as the compilation of that content into one, coherent website, is the property of TANAZA and protected by copyright laws. Reproduction of the content of TANAZA’s Websites without the written permission of TANAZA is prohibited.
TANAZA trademark, TANAZA logo, TANAZA Certified Partner, TANAZA Certified Reseller, TanazaOS trademark and logo, TanazaOS Installer trademark and logo, the Cosmo and Cosmo Networks trademarks and logo, and other TANAZA or TanazaOS graphics, logos, page headers, button icons, scripts, and service names are trademarks, certification marks, service marks, or other trade dress of TANAZA or its subsidiaries. TANAZA’s trademarks, certification marks, service marks, and trade dress have inherent meaning and substantial value because of their restricted use. They may not be used in connection with any product or service that is not TANAZA’s, in any manner without TANAZA’s permission.
All other trademarks not owned by TANAZA or its subsidiaries that appear on TANAZA’s Websites are the property of their respective owners, who may or may not be affiliated with, connected to, or sponsored by TANAZA or its subsidiaries.
You may not copy, modify, distribute, sell or lease parts of our Services or included software/firmware, nor reverse engineer or groped to extract the source code of such software/firmware, unless the law prohibits such restrictions or where You have our written permission. These restrictions do not apply to any third-party software parts (but only those parts) possibly included in software/firmware distributed by TANAZA, which are under a copyright license that permits otherwise.
TANAZA reserves the right to suspend Your account(s) (and possible sub-accounts, if created), and consequently the use of the Services:
in case of late or non-payment of fees due to TANAZA;
when TANAZA believes that any MAC address is spoofed according to article 4.8;
in all other cases expressly provided in these Terms and Conditions;
in any case of violation or failure to comply with these Terms and Conditions.
When the account is suspended, the operations of the Access points may be reduced and the use of the Services and their functionalities may be compromised. During account suspension, Your Wi-Fi Users may not be able to use Internet connection services You provide to them. In case of suspension, You agree to fully indemnify TANAZA against any losses, damages and/or claims by You and/or by third parties.
If You do not cease non-compliance or otherwise solve the problem that caused Your account suspension within 20 (twenty) days, TANAZA reserves the right to terminate your Account and any Licenses and orders associated with it.
Without prejudice to any other rights, TANAZA may immediately terminate Your Account (and all the Licenses and orders associated with it) if You do not comply with this Agreement.
Furthermore, TANAZA may terminate Your Account (and all the Licenses and orders associated with it):
to comply with requests by law enforcement or other government agencies;
if You have engaged or are reasonably suspected to be engaged in fraudulent or illegal activities;
if you have provided false information as part of Your account or have failed to keep Your account complete, true, and accurate;
in any case where Services are used in an unacceptable or prohibited way, at Tanaza’s sole discretion, as defined above; and/or
in case of nonpayment or late payment of any fees owed by You in connection with TANAZA’s Websites and Services, according to article 8;
in case of assignment of the Agreement to a third-party without TANAZA’s written consent;
in all other cases expressly provided in these Terms and Conditions.
Upon termination of your Account for any reason:
all license rights granted in this Agreement will immediately terminate and Your access to the Service will end;
You must promptly stop all use of the Services.
In case of termination, You shall pay all fees and unpaid sum is still due to TANAZA by You within 10 (ten) days from the termination.
Any fees already paid, even those on licenses that are still available and not yet consumed, will not be refunded when the termination occurred under articles 11.1 and 11.2. The amount received will be considered as a penalty for damages, without prejudice to the possibility for TANAZA to request compensation for greater damages.
TANAZA’s Websites are provided by TANAZA on an “as is” and “as available” basis. Therefore TANAZA makes no representations or warranties of any kind, express or implied, as, for example, to the operation of TANAZA’s Websites, the effectiveness of its Services, or the information, content, materials or products included on TANAZA’s Websites.
You expressly agree that Your use of TANAZA’s Websites and of its Services is at Your sole risk. You also accept that the usage of TANAZA Services may impact the performance of devices and You fully exonerate TANAZA from any responsibility (for example, TANAZA may decide at its discretion to disable the ability to install TanazaOS on all devices, or for a specific firmware version, discontinue an old version of the TanazaOS Installer, update the list of devices compatible with TanazaOS, adding new devices or removing other devices, even temporarily).
TANAZA will have no obligation to correct, and TANAZA makes no warranty with respect to, errors caused by:
improper installation/uninstallation of the Software on the Access points (also referred to as “flashing procedure” of the hardware);
changes that You have made to the Software;
use of the Services in a manner inconsistent with the documentation, such as user manuals, training materials, technical manuals, license agreements, supporting materials and other information relating to Services offered by TANAZA, distributed in any format (video, print, cd-rom, pdf file, on the Websites, etc.) (the “Documentation”);
the combination of the Software or Services with hardware or software not provided by TANAZA or not listed as compatible in the Documentation;
erroneous execution of the flashing procedures to hardware with TANAZA or third parties firmware;
malfunction, modification or relocation of Your servers;
any third-party service, software or hardware.
You agree to indemnify and hold TANAZA, and its subsidiaries, affiliates, officers, agents, co-branders or other partners, and employees, harmless from any claim or demand, including reasonable attorney fees, arising out of: (i) Your incorrect use of the Software or of the Services, (ii) Your connection to the Services, (iii) Your violation of this Agreement, (iv) Your violation of any rights of another, (v) the errors listed above in article 12.3, (vi) third party activities on which depend the functionality of any Services (such as, but not limited to, Facebook, Twitter, Instagram, DNS providers, local and international Internet service providers); (vii) violation or illegal interventions by parties other than TANAZA on the Services or equipment or access points used by TANAZA; (viii) force majeure or unforeseeable circumstances.
TANAZA is not responsible for any use of the Websites and/or of the Services by minors. The Websites and Services offered by TANAZA are not intended for minors under the age of 18. TANAZA does not intentionally collect data relating to minors under the age of 18. In the event that data relating to minors is unintentionally registered, please contact us at email@example.com and TANAZA will promptly delete them.
Although TANAZA monitors the information on the Websites, some of the information may be supplied by independent third parties. TANAZA makes no warranty as to the accuracy of any such information. The Service may provide, or third parties may provide, links to other World Wide Web sites or resources. Because TANAZA has no control over such sites and resources, You acknowledge and agree that TANAZA is not responsible for the availability of such external sites or resources and does not endorse and is not responsible or liable for any content, advertising, products, or other materials on or available from such sites or resources. You further acknowledge and agree that TANAZA shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content.
No provision of this article 12 and of any other article of this Agreeement shall exclude (i) TANAZA’s liability in cases of willful misconduct or gross negligence or (ii) TANAZA’s liability for its obligations as Processor, provided for in the DPA and in Articles 28 and 82 of the GDPR.
TANAZA may periodically make changes to this Agreement and to TANAZA’s Privacy Notice and Cookies Policy in its sole discretion.
The updated version shall be effective upon posting on the Websites (the “Effective Date”).
It is Your responsibility to review the most recent version of this Agreement and of TANAZA’s Privacy Notice and Cookies Policy and remain informed of any changes.
You agree that Your continued use of the Services after the Effective Date of any changes will constitute Your acceptance of the changed Terms & Conditions, Privacy Notice and Cookies Policy for Your continued use.
In the event that You refuse to accept such changes, TANAZA will have the right to terminate this Agreement and Your account. You agree that TANAZA shall not be liable to You or any third-party for any modification or termination of the Services. In the event that You refuse to accept such changes, if You have paid to use the Service and if we terminate it or materially downgrade its functionality, we will provide You with a pro-rata refund of any prepayment.
NO ASSIGNMENT. You agree that this Agreement is between You and TANAZA and You may not assign it to any third-party without TANAZA’s written consent.
WAIVER. TANAZA’s failure to exercise or enforce any right or provision of this Agreement shall not constitute a waiver of such right or provision.
SEVERABILITY OF TERMS. If any provision of the Agreement is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision, and the other provisions of the Agreement remain in full force and effect.
NON-TRANSFERABILITY OF ACCOUNTS AND LICENSES. You agree that Your TANAZA account and licenses are non-transferable except with TANAZA’s written consent.
TIME LIMITATIONS FOR CLAIM NOTIFICATION. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of TANAZA’s Websites and its Services must be notified to TANAZA within one year after such claim or cause of action arose or be forever barred.
Governing Law and Jurisdiction. This Agreement and any legal matters that may arise out of or in connection with this Agreement and/or with the orders made under this Agreement shall be subject to, and construed exclusively in accordance with the laws of Italy, except for its of conflict of laws provisions and without application of the Convention on the International Sales of Goods. The courts of Milan, Italy, shall have exclusive jurisdiction.
You expressly accept and approve, after having carefully read the following Terms: article 4.7 (Compromised Account), article 4.8 (MAC spoofing), article 5.6 (Limitations on Use), article 8.3 (Fees and payment), article 10 (Account Suspension), article 11 (Account Termination), article 12 (Disclaimer of warranties and limitation of liability), article 13 (Modifications), article 14.5 (TIME LIMITATIONS FOR CLAIM NOTIFICATION), article 14.6 (Governing Law and Jurisdiction). Clicking on the submit button (e.g. “Submit”) of the form after checking the T&C checkbox is valid as further acceptance of the clauses expressed in this paragraph.
Last Modified: January 14th, 2020