TERMS AND CONDITIONS – LEGAL NOTICE COCO INVERSIONES TECNOLÓGICAS
COCO INVERSIONES TECNOLÓGICAS S.A.S., identified with Tax ID (NIT) 901.314.101-2, hereby sets forth the following GENERAL TERMS AND CONDITIONS governing the LICENSE TO USE contracted by the USER. 1. DEFINITIONS For purposes of this document, the following definitions apply: 1.1 AWS: Amazon Web Services, the cloud platform adopted for hosting and data storage. 1.2 API: An application-programming interface owned by a third party. 1.3 COCO: COCO INVERSIONES TECNOLÓGICAS S.A.S., NIT 901.314.101-2. 1.4 LICENSE TO USE: The authorization granted by COCO as “Licensor” to the USER as “Licensee,” consisting of use of the SOFTWARE to schedule appointments for its end users within the limits set forth in the PROPOSAL. 1.5 PARTIES: COCO and the USER, jointly. 1.6 PROPOSAL: The commercial terms for the LICENSE TO USE presented by COCO to the USER. 1.7 FEE: The monthly amount the USER shall pay COCO for the SOFTWARE LICENSE TO USE. 1.8 SOFTWARE: The software owned by COCO that the USER may use strictly as described in these TERMS AND CONDITIONS and in the PROPOSAL. 1.9 TERMS AND CONDITIONS: This document, which together with the PROPOSAL forms the contractual relationship between COCO and the USER. 1.10 USER: The person or entity that acquires the SOFTWARE LICENSE TO USE. 1.11 IMPLEMENTATION FEE: The amount the USER shall pay COCO for implementing the SOFTWARE.
2. INFORMATION ABOUT THE SERVICE:
2.1. LICENSE OF USE: Only the SOFTWARE functionalities listed in the PROPOSAL are included within the LICENSE OF USE,
therefore, if the USER requires additional functionalities or intends to negotiate with
COCO to modify those listed in the PROPOSAL, they must request a new proposal from the COCO team. The USER may not sublicense or transfer the
granted license, as it is granted solely to allow the USER
to use the LICENSE OF USE within the limits established in the PROPOSAL and in accordance
with the parameters set forth in these TERMS AND CONDITIONS. COCO will not
grant licenses or rights implicitly or in any manner other than
as provided in the TERMS AND CONDITIONS and the PROPOSAL.
2.2. WARRANTY: COCO guarantees the operation of the SOFTWARE 24 hours a day, 365
days a year. However, the USER acknowledges that service interruptions
may occur, which will be addressed by COCO as established in the
Service Level Agreements available on the website: www.cocotech.ai, provided that they are not caused by force majeure or acts of God, such as
terrorist attacks, hacking, AWS and/or Google platform outages.
2.3. INTEROPERABILITY: Once authorized, the USER will be solely responsible for
achieving interoperability with the SOFTWARE to a sufficient extent for the full execution
of the LICENSE OF USE, if such interoperability is necessary. For these
purposes, COCO will provide the USER with the necessary information to achieve
interoperability, which will be subject to confidentiality, unless
such information is provided directly by COCO within the PROPOSAL.
2.4. USE OF THE SOFTWARE: The use of the LICENSE OF USE must comply with the
GENERAL TERMS AND CONDITIONS and the PROPOSAL; otherwise, it will be considered
a breach of contract by the USER. The USER acknowledges and agrees to make the payments corresponding to the amounts established as SERVICE IMPLEMENTATION FEE
and COMPENSATION within the PROPOSAL, as well as any other
payment agreed upon with COCO. Payments made are non-refundable, and no credits will be granted for partially used LICENSE OF USE months or for content
that the USER has not used. Additionally, the USER is prohibited from:
2.4.1. Using the LICENSE OF USE in a way that violates, misuses, or infringes the
GENERAL TERMS AND CONDITIONS, any Colombian legal provision,
or good customs.
2.4.2. Assigning the rights granted with the LICENSE OF USE to a third party who has not
been previously authorized by COCO.
2.4.3. Use the LICENSE OF USE with the intent to defraud COCO or its collaborators,
other users, or with the intent to obtain information through any inadmissible
means regarding personal data associated with the USER's accounts.
2.4.4. Collect information from or about COCO users in any inadmissible or unauthorized
manner.
2.4.5. Use any manual process to monitor or copy any material from the
SOFTWARE or for any other unauthorized purpose without prior written consent
from COCO.
2.4.6. Use any device, software, or routine that interferes with the proper
functioning of the SOFTWARE.
2.4.7. Introduce viruses, trojans, worms, logic bombs, or any other
malicious or technologically harmful code into the SOFTWARE.
2.4.8. Attempt to gain unauthorized access, interfere with, damage, or disrupt any
server, computer, or database connected to the SOFTWARE, perform reverse
engineering, alter, decompile, or extract code from it.
2.4.9. Whether directly or indirectly, access, use, copy, adapt, modify, create
derivative works from the SOFTWARE, distribute, license, sublicense, transfer, display,
perform, or otherwise exploit the SOFTWARE in an inadmissible or unauthorized manner, or
in ways that affect, harm, or damage COCO, its services, or its SOFTWARE, or
unrelated third parties.
2.4.10. Directly or through automated means, interfere with or affect the protection,
security, confidentiality, integrity, availability, or performance of the SOFTWARE, or
create accounts through automated or unauthorized means;
2.4.11. Sell, resell, rent, or charge for COCO’s services or for its data
obtained in an unauthorized manner;
2.4.12. Distribute or make the SOFTWARE available on a network where it could be used
on multiple devices simultaneously, except as authorized through tools
provided directly by COCO;
2.4.13. Create software or an API that operates in a manner very similar to the SOFTWARE and offer it
in an unauthorized way to third parties for their use;
2.4.14. Inappropriately use any reporting channel, for example, by submitting
fraudulent or unfounded reports or claims.
2.5. SUSPENSION OF THE LICENSE OF USE: The LICENSE OF USE may be suspended in the
following cases:
2.5.1. When the USER exceeds two overdue invoices, COCO may suspend the
LICENSE OF USE immediately. To reconnect the service, the USER must
pay COCO the owed amount along with the applicable default interest
accrued.
2.5.2. Due to the total or partial breach by the USER of the obligations stipulated
in these GENERAL TERMS AND CONDITIONS.
2.6. REVOCATION OF THE LICENSE OF USE: COCO may revoke the use of the LICENSE OF
USE and disable access to the SOFTWARE if the USER breaches any of the
obligations established in the GENERAL TERMS AND CONDITIONS.
COCO may revoke the LICENSE OF USE by giving 1 month prior notice before the
termination date of the LICENSE OF USE.
2.7. MODIFICATION OF THE EXCHANGE RATE: In the event that the Representative Market
Exchange Rate (TRM) affects COCO’s operations, COCO may request the USER to renegotiate
the terms and values of the LICENSE OF USE set forth in the
PROPOSAL. If the USER and COCO are unable to reach an agreement
on this matter, COCO may terminate the service and revoke the
LICENSE OF USE without any penalty being incurred.
2.8. PENALTY CLAUSE: For non-compliance with these GENERAL TERMS AND CONDITIONS
and/or the PROPOSAL, the breaching party shall pay the complying party an amount
equivalent to 20% of the total value of the COMPENSATION set forth in the PROPOSAL,
calculated over the entire duration of the contractual relationship, using the lowest
pricing range, without such payment being construed as extinguishing the main obligation
or the obligation to compensate for damages caused by the breach.
2.9. PERFORMANCE BOND: To avoid the enforcement of the penalty clause, the USER may
establish a performance bond for the total value of the COMPENSATION set forth in the
PROPOSAL, calculated over 12 months or the duration of the contractual term if it is
longer, using the lowest pricing range, for the term of the contract and an additional 6
months.
If the LICENSE OF USE term is extended, the USER shall
be obligated to renew the bond for the same term established herein; otherwise, in the event of non-compliance, the penalty clause will be enforced.
The establishment of this bond does not exempt the USER from being liable for any
damages caused to COCO that are not covered by the bond.
2.10. SOFTWARE UPDATES: When applicable, updates, patches, bug fixes, or other maintenance may be applied to the Services and
SOFTWARE Content. COCO agrees to make all reasonable efforts to
provide the USER with prior notice of any scheduled maintenance,
except in the case of emergency maintenance, and the USER agrees to make reasonable
efforts to comply with any maintenance requirements that we notify.
3. LIMITATION OF LIABILITY:
COCO shall not be held liable for the following:
3.1. COCO shall not be liable for damages caused by force majeure or acts of God,
such as terrorist attacks, hacking, outages of the
AWS and/or Google platforms.
3.2. COCO shall not be liable for damages caused by the USER to
third parties, as a result of the misuse of the LICENSE OF USE.
3.3. COCO shall not be liable for any misuse by the USER or its collaborators
of their client database.
3.4. COCO shall not be liable for any misuse of the SOFTWARE by third parties that
may harm the USER.
4. PRIVACY AND DATA POLICY:
COCO assumes the constitutional, legal, and jurisprudential obligation to protect personal
data accessed in connection with the LICENSE OF USE. Likewise, the USER must also adopt
measures that allow them to comply with the provisions of Laws 1581 of 2012 and 1266 of
2008, as applicable, as well as their Regulatory Decrees and other regulations in force
regarding personal data. As a result of this legal obligation, among others, the USER must
adopt logical, administrative, and physical security measures, in accordance with the
criticality of the personal information accessed, and must provide privacy notices to
their end users and obtain the necessary consents to ensure that this type of information
will not be used, marketed, assigned, transferred, and/or subjected to any other
processing contrary to the purpose set forth in the LICENSE OF USE.
For their part, the USER, as the owner of personal data, without being obligated to do so,
expressly authorizes the processing of their personal data, including sensitive data
(such as health data, biometric data), among others, in accordance with COCO’s personal
data processing policy for its collection, storage, circulation, and updating for all
purposes described at https://www.cocotech.ai.
Likewise, the USER acknowledges that they are aware of their rights to access, update,
modify, and delete the personal data held in the databases of the data controller. The
USER may access said data processing policy and any substantial changes thereto, if
applicable, from https://www.cocotech.ai.
Similarly, the USER authorizes the transmission and/or transfer of their data to third
parties, provided such actions are subject to compliance with the purposes mentioned
above.
2.5. TERM OF THE LICENSE OF USE: The LICENSE OF USE shall have a minimum duration
of 12 months from the date of acceptance of the PROPOSAL; this term may not be
shortened. Likewise, this term shall be automatically renewed indefinitely for equal
periods unless one party notifies the other of its intention to terminate it at least 30
days prior to the end date of each period.
5. MODIFICATION OF THE TERMS AND CONDITIONS:
COCO may review and modify these GENERAL TERMS AND CONDITIONS
at its sole discretion. All changes made to them shall
be effective once published on COCO's website: www.cocotech.ai;
therefore, it will be the USER’s responsibility to consult them regularly
in order to stay informed of the latest version of these GENERAL TERMS AND
CONDITIONS.
6. ACCEPTANCE OF THE TERMS AND CONDITIONS:
By accepting the PROPOSAL, the USER is deemed to accept these GENERAL TERMS AND
CONDITIONS and agrees to be bound by their
compliance, which are published at www.cocotech.ai. If the USER does not
accept these GENERAL TERMS AND CONDITIONS, they must not accept the PROPOSAL nor
make use of the LICENSE OF USE.
7. INTELLECTUAL PROPERTY RIGHTS:
The USER agrees to:
7.1. Refrain from initiating administrative proceedings before the Superintendence of
Industry and Commerce or the equivalent authority, at the national or international level,
to acquire rights over any distinctive sign owned by COCO or used by it as an identifier of its products or services.
7.2. Refrain from making unauthorized use of the SOFTWARE, understanding that the LICENSE
OF USE is granted solely for the purposes and scope indicated in the
PROPOSAL and the TERMS AND CONDITIONS.
7.3. Refrain from making unauthorized use of documents, databases, files,
and other content that may be protected by copyright and
owned by COCO.
For these purposes, the USER acknowledges that COCO is the sole and exclusive holder of
the copyright over the SOFTWARE.
8. CONFIDENTIALITY OF INFORMATION:
The USER agrees to keep in absolute confidentiality all technical,
financial, commercial, legal information, details about fees, projects, methodologies, and in
general any information obtained due to or in connection with the LICENSE OF
USE; applying the same level of care as they would use to protect their own
confidential information, but in no case less than reasonable care to
maintain confidentiality. Likewise, the USER agrees to take the necessary measures to
ensure the confidentiality of the information; otherwise, they shall compensate COCO
for damages arising from any breach.
Confidential information and personal data shall only be disclosed to those
employees, advisors, and/or contractors of each party who need to know such
information. In such cases, those employees, advisors, and/or
contractors must be informed of the confidential nature of the information and the terms of this
agreement.
The obligation not to disclose confidential information and the restrictions on its
use shall not apply or shall cease when:
8.1. Such information becomes public domain, without any
violation of this agreement.
8.2. When such information is disclosed to comply with a legal requirement from a
competent authority, in which case the disclosing party shall notify the other party
before the disclosure, so that the latter has the opportunity to defend, limit, or
protect the information, and in any case, each party is obligated to properly and timely invoke
professional or trade secrecy to prevent its disclosure.
If the USER violates the confidentiality obligations set forth herein, they shall indemnify COCO for the
damages caused by the potential disclosure of the information.
The confidentiality of information, procedures, pricing, and details shall be
maintained even after the end of the LICENSE OF USE, for an additional 5 years.
9. GOVERNING LAW AND JURISDICTION:
This document shall be governed by and interpreted in accordance with the laws of the Republic of
Colombia. Any disputes that arise between COCO and the USER due to these
GENERAL TERMS AND CONDITIONS shall first be submitted to a direct settlement stage between the parties,
which shall have a maximum duration of 30 calendar days
from the moment one Party notifies the other of the dispute and its
intention to reach a direct settlement within the stated period. If, after this period,
no agreement is reached, the parties may submit the dispute to a conciliator registered with the Medellín Chamber
of Commerce, and if the disagreement persists, they may resort to the
Ordinary Jurisdiction.
10. DECLARATIONS: The USER:
commits that: (i) They have not been and will not be included on the “Office of
Foreign Assets Control” (OFAC) list of the United States of America, nor on any other
similar, related, complementary, or substitute list thereof; and that (ii) They have not engaged and will not engage
in the future in activities involving money laundering, smuggling, counterfeiting of
products of any kind, or any other intentional criminal offense as defined in the
Colombian Penal Code. The USER understands and accepts that compliance with this
policy and the continuation of these conditions is a requirement for the continuation of their
relationship with COCO and that if they incur in any of these grounds, the relationship arising from the LICENSE OF USE
may be terminated without any payment or penalty being applicable.
11. SEVERABILITY CLAUSE:
All clauses of these GENERAL TERMS AND CONDITIONS shall be
interpreted independently and autonomously, so that if any of them
is declared null and void by a judicial ruling, the affected clause or clauses
shall be replaced by another or others that preserve the intended effects of the GENERAL TERMS AND
CONDITIONS.
12. CONTACT:
The Customer Service department will handle users’ requests, complaints, claims,
and inquiries via the service line 322 495 6991 or by email at
hola@cocotech.ai