Terms and Conditions for the Use of Nuna

1. ABOUT US

The website [www.holanuna.com] ("Web") is a website owned by [Nuna Technology Group SL] ("Nuna", "we", "our"), company Spanish CIF [ B67627364 ] and residence in [Carrer D'Osona 7 At 2 Barcelona 08023].

These terms and conditions ("Terms"), together with the possible conditions and related documentation, establish the forms and policies of use of the services offered through the Web and mobile application ("App"), as well as constitutes a binding contract between the User ("You" "User/s") and the registered professional ("Professional", "You"), on the one hand and Nuna on the other hand. If you have any questions related to the Terms please contact us through the email[terms-support@holanuna.com].

Please read these Terms carefully prior to the contracting of our services. By accessing, browsing and / or using any form the Web, the App or the services, you acknowledge having read, understood and accepted these Terms in your own name or on behalf of the company or organization you represent. You also acknowledge that you have read, understood and accepted to be bound by these Terms.

2. SERVICES OFFERED BY NUNA THROUGH THE WEB

Nuna, through its website, makes available to Users and professionals health graduates in the field of psychology ("Professional/s") a technological environment so that they can make private communications ("Platform") in order for the Professional to provide psychological care and Users can contact the Professionals of the Platform they choose, always within a private and confidential environment between the User and the Professional.

Nuna does not perform, in any case, activities of a sanitary nature by itself and will neither intervene nor be part of the communications established between User and Professional. All the Services provided by the Professionals will be provided on their own name and representation. Nuna informs the User that if he/she considers that his/her case requires face-to-face diagnosis or treatment should refrain from using the Platform and should go to your referral medical center for a correct analysis and diagnosis.

The Platform is not designed for such activities or activities for prescribing medications or analogous activities. Nuna recommends that the User, at the slightest doubt about their situation, refrain from using the Platform and go directly to your referral center or to the nearest emergency center so that their case can be treated in depth and with the measures and tools necessary. Similarly, the User must go to their medical center or emergency center and refrain from using the Platform if the User considers that their health, physical or mental, or that of third parties with whom they have a relationship, may be in danger. The User must assess and analyze, prior to using the Platform, their needs and situation and the service provided by the Professionals through the Platform, having to refrain from using it in the assumption that you consider that your needs require the necessary face-to-face sessions or urgent medical attention.

Since Nuna only offers the Platform to Users and Professionals, in the event that a User has any complaint or claim about one or more Professionals, the User is informed that they must direct the complaint or claim directly to the Professional in question as the Professional is the one who provides the care services directly.

3. USES OF THE PLATFORM SERVICES.

In order to access Nuna's services, both the User and the Professional must be of legal age and have full legal capacity to act, as well as previously register through the registration mechanism present at all times on the Web. Use of the Website or the Platform by minors is totally prohibited.

Nuna has no obligation to verify the information, qualifications, capabilities, skills or services of the Professionals. Without prejudice to the above, the Professional must provide, prior to registration, the documentation that is required at all times, without this provision of information can be understood as a control of the professional requirements by Nuna. Users and Professionals recognize and accept that no dependency relationship will be established between Nuna and the Professionals, who register to be able to freely lend its services directly to Users without a working relationship with Nuna.

Once registered and validated, and prior to the selection of one or more Professionals, the User must answer a short form so that Nuna can provide better results to Users based on their preferences or needs. In no case will the previous form contain or will request personal data related to the health of the Users nor may it be understood as a screening based on the User's needs. The form is a simple tool to sort the results obtained in a more beneficial way for the User based on the specialties defined by each Professional. The form can be replaced by a chat with a virtual assistant, which will guide the User until the presentation of the Professionals, being applicable as provided for the form. Once the initial questions have been answered, the User may navigate between the results of Professionals provided, being able to check the profile of each one of the Professionals before starting the conversation.

Once the desired Professional has been selected, the User may directly contact the Professional and book a session according to availability that is shown at all times by each Professional and you will be able to know the prices for each session. The User and the Professional may carry out private conversations through the Nuna Platform. Once the User and the Professional have accessed the communications environment, Nuna will not provide any service except the Platform, with which the Professional communications and services will be provided directly by each Professional, without Nuna having an active role in these, limiting their activity to making the environment available for communications.

Once the User has selected a Professional, they may agree the day and time for the session and they will be able to access the Platform through their interface dedicated to the Users of Nuna. Both the User and the Professional acknowledge and accept that they will use the Platform solely and exclusively for the purpose of conducting online visits, without it being used for the development of medical activities, diagnosis, treatment or any other activity that requires qualifications not possessed by Professionals or visits in person. In these cases, or in cases in which the Professional recommend conducting visits or face-to-face follow-ups, the Professional undertakes to inform the User of this fact and both must refrain from using the Platform for such activities.

3.1.Restrictions of use.

Users and Professionals must respect these Terms at all times during the duration of the Agreement. Nuna may cancel or suspend any account that breaches the Terms or about which Nuna has doubts or suspicion.

By way of example, and without it being understood as an exhaustive list, the User and the Professional undertake to:

1. Use the services personally, on their own account and under their Own name. The access credentials of each User and Professional may not be shared by more than one (1) User or Professional. The account holder is solely responsible for selecting strong passwords for access to services, changing them frequently, maintaining a level of confidentiality of the credentials to access the profiles and restrict access to the services to unauthorized users. Nuna does not assume any responsibility for any loss or damage suffered in the event of unauthorized access to User and/or Professional profiles that have their cause in a failure in the protection of the credentials of access to the account.
2. Not to use the Web and the Platform to disseminate content that violate public order or are prohibited by the applicable laws, as well as violating the rights of third parties or violate the confidentiality of the information received through the services offered by Nuna. Specifically for Professionals, they may not use or disseminate the information provided by the Users through the Platform for purposes other than those communicated to the User or Nuna.
3. Do not use the services offered by Nuna for commercial or promotional purposes, to defame third parties or to promote their business, unless permitted by regulations and the rest of the users involved.
4. The Services should not be used for cases not understood in the Terms or in any documentation provided by Nuna. The User and Professional will not use the services to (i) alter, modify, create works derived in relation to the services or codes that compose, including their translation or customization (ii) rent, license, sublicense, sell, offer for sale or transfer from any form rights (iii) perform compilations, reverse assembling, reverse engineering ,decompilation, disassemble or in any way try to discover the source code of the Services (iv) copy, distribute, link, fragment, copy in different URLs (mirror) or make available, in any other way, any portion of the Services to anyone not explicitly authorized by us (v) remove or alter any logo, brand, link, copyright or any other notification, legend or trademarks on the Services or the Agreement documentation (vi) try to bypass the security or operational measures of the Services (vii) attempt to access the accounts or data of any user or client (viii) use the Services to conduct an evaluation comparative or to analyze, in any way, the functionalities and characteristics for competitive purposes, or in any way that may involve the making of unusual requests in relation to the normal operation of the Services.

3.2 Usos indebidos

Although Nuna does not control the uses that Users and Professionals make the Platform, they may communicate with Nuna in the event who are aware of irregularities or infractions in the use of the Web or of the Platform through the email [terms-queries@holanuna.com] or through the mechanisms provided in the Web and Platform.

Without assuming any responsibility for the facts reported, Nuna will examine the information provided and may (i) cancel or suspend the accounts involved (ii) report the events to the competent authorities (iii) withdraw the content and information reported and / or (iv) suspend access to the Platform.

4. PRICE AND PAYMENT

The services contracted by Users and Professionals will have a cost associated. The payment methods according to whether User or Professional are described below:

1. Users

   Once the User has selected the desired Professional, they can select the day and time on the calendar to be displayed through the Platform. Once the session is selected, the User may proceed to payment through this method:
   1. Nuna as a collection agent. Nuna may include payment gateways on the Platform to act as Users' agent. In that case, having performed the payment to Nuna, the User will be exempt from any responsibility to the Professional regarding the payment that is accomplished. Nuna assumes no responsibility for Professionals services. In any case, the User will be informed by each Professional about the cancellation policy. Nuna is not responsible for cancellation charges that have been communicated by the Professional, nor can Nuna be considered responsible for the management and return of the same unless Nuna directly assumes that responsibility. The User must claim directly to the Professional in case of discrepancies or incidents regarding the payment and attendance of / to reserved sessions. Nuna reserves the right to introduce commission charges to support the costs of the payment gateways

2. Professionals

   The Professional, when registering and depending on the plan chosen, might be obliged to pay a monthly amount for being part of the Nuna community.

   Professionals will also be charged by Nuna, a commission for marketing services that enable professionals to access new clients from the Nuna marketplace. In the case of clients that are added by the professional at their own capacity, the costs of payment transactions may also be charged. Nuna places these specific pricing details on the pricing page.

   Periodically, Nuna will send the corresponding invoice to the Professional using the billing information that has been provided in the registration process or modified by the Professional on the profile at any time.

In the event that the User and Professional decide to make the payment through the payment gateways provided on the Platform, Nuna informs that the payment system or gateway used at all times will be owned and managed by a third party, without Nuna's intervention, and the User and the Professional must read and accept the terms conditions of the third party prior to its use.

With the contracting of the services, the User and the Professional undertake to provide valid and legitimate means of payment and acknowledge that they have the rights necessary to provide payment information and authorize Nuna to charge the accepted amounts.

Nuna reserves the right to modify prices and plans in any moment, change that will be communicated through the email of contact present in the registration form or through the profile of the Administrator on our Web and / or App. The continuation in the use of the Services after communication will imply acceptance of the changes.

The User and the Professional agree to pay the costs of the services through credit / debit card, direct debit or other means of payment that is enabled for this purpose on the Platform, and may vary in the weather. All payments must be made online and will not be cancellable or refundable, unless the cancellation policy of each Professional arrange differently. Both the User and the Professional are solely responsible for the payment of all taxes and fees that apply to your professional activity.

In the event that the User or Professional breaches their obligations to payment, Nuna may limit access to services immediately until your complete satisfaction.

5. DURATION

The Agreement will have an indefinite duration unless:

6. INTELLECTUAL PROPERTY

The Content that makes up the Web and App are property of Nuna. The content is protected by intellectual and industry property rights.

During the duration of the agreement, and subject to payment of prices corresponding and compliance with the Terms, you are granted a non-exclusive, non-transferable or sublicensable limited personal use license and revocable to use the services and functionalities provided on the web and the Platform.

In the event that there is material present on the website that is not owned by Nuna, such as videos embedded in the web, articles present on the blog, among others, it may be used by Nuna by having as many authorizations or licenses are required for its use. In no case publication of material protected by Intellectual Property Rights from third parties may be understood as a license for the User or the Professional can use said material or any right is conferred about them. For its use, you must obtain prior consent of the rights holder.

For the Content that you may enter when using the Services, you grant a Non-exclusive, perpetual, free, worldwide and irrevocable license to Nuna to use such Content. By using the Services you acknowledge that you are the owner or you have the necessary rights to enter and use such Content in relation to the Terms.

Without limiting what is stated above, any Content that you enter through the use of the Services may be stored and used by Nuna or any third party that we have contracted to be able to offer the Services in any form and for the purpose of advising, protecting our Services and products, demonstrating their functionality and viability to third parties, and analysis.

The Professionals, by contracting the Services, grant Nuna the right to use your trade name and brand, which may be used for commercial purposes to promote our products and services on our website or in other public or private communications with current or potential clients. In case you don't want your name and brand to be used for such purposes, please contact us on the mail [terms-support@holanuna.com] communicating that you do not want your information to be used for the above purposes.

7. DATA PROTECTION

We will retain and process the data you provide us in accordance with our Privacy Policy.

The User and the Professional are responsible at all times to guarantee the accuracy and legality of any data or content provided. You hereby declare and warrant that you have all necessary rights in your content to upload such content to the Services and to be used in all the ways contemplated in the functionality of the Services.

We will not be responsible for the deletion, correction, alteration, destruction, damage, loss, disclosure or failure to store your content or any other data used by the Services.

The Account Administrator must ensure that all parties relevant (including Users) have been informed and have given their consent to any personal information we have and We process in accordance with our Privacy Policy on behalf of the Account administrator. The Account Administrator must notify us immediately if any information you have provided to us (including contact information) changes. We can process any information on personnel entered into the Services in accordance with our Privacy Policy.

You may not use the Services for any illegal or unauthorized purpose. You are solely responsible for your conduct and any information, including, among others, any Content that you or your Users deposit on the Web. In particular, you must obtain the consent of all your employees, third party contractors and clients, as well as comply with all other Legal requirements before Users activate their profile on the Services.

We may disclose any information that you have provided to authorities, as we deem reasonably necessary.

8. FEEDBACK

We appreciate any comments, suggestions, ideas, requests, feedback, recommendation or other information that you can provide us related to the Services ("Feedback"). Through the acceptance of those present Terms you assign all right, title and interest in relation to the Feedback and You agree that we can use it freely, without our having to compensate or attribute it to you.

9. CONFIDENTIALITY

The Services, as well as all documentation related to the agreement or provided by Nuna during our relationship will be considered as "Nuna's Confidential Information." Your contact details and the details of your clients, workers and third parties that you can introduce to the using the Services will be considered “Your Confidential Information”. Each party will keep the confidential information of the other party secret and it may only be used in compliance with the Agreement, and it will not be communicated to third parties unless required by law. In this case, the part that must communicate the confidential information of the other party will communicate to the other party said fact prior to its disclosure, facilitating all requests or requirements received. The information you provide us may be treated by Nuna as described in the Privacy Policy, which are included in the documents that make up the Agreement.

10. RESPONSIBILITIES

Responsibility for the Web and Platform By accepting the Terms, You accept and acknowledge that the Platform is presented "as is" (as is), without Nuna can guarantee its continuous and total availability at all times or that it does not contain faults or errors that could affect its performance. Nuna reserves the right to update or arrange in a different way the content present on the Web and the Platform, which may affect momentarily the availability of the functionalities, without this can be understood as responsibility or breach of Nuna, cause of resolution of the agreement or a discount in the price paid.

In no case will Nuna be responsible for interruptions or errors that could be caused at the time of accessing or browsing the Page Web and / or when using the Platform, as well as problems that may caused while connecting to the network. Nor will it be responsible for links contained in the Web that redirect to third pages that do not are owned by Nuna.

Nuna excludes all liability that may arise from interference, omissions, interruptions, computer viruses, telephone breakdowns or disconnections in the operational functioning of the electronic system, motivated by causes beyond Nuna's control. Likewise, it also excludes any liability that may arise from delays or blockages in the operational performance of the electronic system caused by deficiencies or overload on phone lines or on the Internet, as well as damage caused by third parties through illegitimate interference outside the control of Nuna.

Nuna does not guarantee that the Website, the Platform, or the services provided through them are satisfactory for all Users or Professionals and not will be responsible for the falsehood of the statements made by Users or Professionals through the Web and the Platform.

The user agrees not to introduce programs, viruses, applets, macros, ActiveX controls or any other logical device or sequence of characters that cause or are likely to cause any type of alteration in the computer systems of Nuna or third parties.

The User undertakes to use the content diligently, correctly and lawfully and, in particular, undertakes to refrain from using the content with purposes contrary to the law and / or against public order; reproduce or copy, allow public access through any form of public communication, distribute, transform or modify the contents, without the prior authorization of the holder of the corresponding rights.

Responsibility for the services. The User and the Professional are the only ones responsible for the infractions they may incur or for the damages that may be caused to Nuna or third parties by the use of the Web and /or the Platform, Nuna being exonerated of any kind of liability that may arise from the actions you take. You are solely responsible for any claim or legal, judicial or extrajudicial, initiated by third parties against the company Nuna based on the use by the User or the Professional of the services offered by Nuna. Where appropriate, the User and the Professional will assume all expenses, costs and indemnities that are awarded to Nuna as a result of such claims or legal actions.

Likewise, the User and the Professional will be solely responsible for the information included and provided through the use of the services provided by Nuna through the Web and/or the Platform. Especially, Nuna will not be responsible for the acts or omissions of the Professionals in the use of the services. The Professionals, as described in these Terms, they are solely responsible for the uses they give to the services. This responsibility also applies to Users for the uses or omissions during the use of the Website and the Platform.

Responsibility for the use of the Platform. As described throughout These Terms, Nuna is limited to providing the services of the website and the technological environment so that Users and Professionals can carry out their communications in a private and confidential way, without having involvement. For this reason, Nuna cannot be held responsible for the uses that Users and Professionals make within the offered environment. Consequently, Nuna will not exercise any control over the contents and information that is discharged within the private environment User / Professional nor will it have any obligation to control or review them. Both the User and the Professional exonerates Nuna from any liability that may be derived from the use of the Platform by its registered users. Without detriment to the foregoing, Nuna may apply security measures aimed at preventing fraud in the use of the Platform.

Indemnity. The User and the Professional agree to defend, indemnify and hold Nuna harmless from any claim, loss and damage, demand, government investigation, fine, action, damage, agreement, loss, liability, cost and expense (including reasonable fees for lawyers) for any breach of your representations, guarantees, use of services, use contrary to the Terms and the applicable regulations, specifically and without limitation, violations of the protection regulations data and labor regulations, violation of intellectual property regulations or violation of the rights of third parties, as well as any violation of the Terms.

Nuna reserves the right, at its own cost, to assume the defense and exclusive control of any matter for which the User or the Professional must indemnify Nuna and agree to cooperate with the defense of these claims.

11. BREACH OF THE AGREEMENT

In the event that the User or Professional breaches any of the obligations described in these Terms, or in the documents relating to the agreement with Nuna, you expressly acknowledge the right of Nuna to limit access to the Services or to the termination of the agreement, if not corrects the breach within 10 days of its notification by written to the email provided in the registration form. The change of email address without notifying Nuna of its change will mean that the communication is considered delivered to the address initially communicated for the purposes of calculating the deadlines.

Especially and without limitation, the following will be considered non-compliance acts:

• Failure to comply with payment obligations
• Provide fraudulent documentation for the registration and use of Nuna
• Make use of the Platform in a manner contrary to the terms and conditions of application or the legislation in force at all times.
• Assign the use of the Platform to third parties.
• Use of the Platform by Users or Professionals other than the registered User or Professional
• Violate intellectual property rights.

In case Nuna has indications of compliance with any breach of those described may suspend access to the services immediately, without the user having the right to claim any type of compensation for said suspension.

Precautionary measures. You acknowledge and agree that your breach or Threat to breach the terms of the agreement may cause us harm irreparable for which the prices and payments made could be insufficient or inadequate and that, therefore, we can obtain the precautionary measures that we consider appropriate to protect our rights under the agreement, plus any and all other remedies available by law.

12. GENERAL

Our Privacy Policy, found at Privacy Policy, is incorporated into these Terms of Service. Please read this notice carefully for details related to the collection, use and disclosure of your personal information.

Our Cookies Policy, found at [·], is incorporated into these Terms of Service. Please read this notice carefully for details about the use of cookies on the Web.

We can make modifications, deletions and / or additions to these Terms ("Changes") at any time. Changes will be effective: (i) seven (7) calendar days after we notify you of the Changes, whether said notice is provided through the user interface of the Services, is sent to the email address associated with your account or another way; or (ii) when you choose to participate or expressly accept the Changes or a version of this Agreement that incorporates the Changes, whichever occurs first.

All communications under these Terms must be sent to us at [terms-support@holanuna.com] or to the address provided for this purpose in every situation. We can notify you via email or postal address you provide us, by posting a notice on the Web, or in any other way that we consider appropriate. The communication will be considered notified and received immediately (i) when published on the Web/App (ii) 24 hours after sending an email or (iii) three days after mailing.

Nuna may assign these Contracts or any of their parts, and may delegate any of your obligations. You will not be able to assign the contract or any of its parts, nor transmit or sublicense your rights under these Terms except with prior consent and Nuna's writing.

The fact that any of the present provisions are not enforced in the Terms will not be considered a waiver of said provision or the right to enforce said provision. Furthermore, any waiver of any provision of these Terms by either party will be effective only if in writing and signed by the parties.

If any provision of these Terms is illegal, void or for any reason unenforceable, that provision will be deemed severable from these Terms and will not affect the validity and applicability of the remaining provisions.

Headings references in this document are for reference purposes only, do not constitute a part of these Terms of Service and will not consider that they limit or affect any of the provisions herein.

The Terms are constructed and governed by Spanish law. For any questions or disagreements may arise in relation to the Agreement, the parties agree to submit to the jurisdiction of the Courts and Courts of Barcelona, ​​unless the consumer regulations establish a different jurisdiction, in which case the parties agree to submit to the jurisdiction that the regulations establish.