Deal Room Terms of Use

By accessing and using the MDM Studio Legale Deal Room (the “Site”) you agree to be bound by these Terms of Use, the Privacy Policy and any additional rules which are set out on the Site from time to time, which together govern such access and use (collectively the “Terms”).

Please read the Terms carefully before you start to use the Site. If you do not agree to the Terms, do not use the Site.

We may revise these Terms of Use at any time by amending this page. You are expected to check this page from time to time to take notice of any changes we make, as they are binding on you.

Information about us

The Site is owned by Avv. Massimiliano Di Martino, MDM Studio Legale, Via della Chiusa 15, I-20123 Milan, Italy (“we”, “us” or “our”). We are regulated by numerous Italian laws and government decrees, the main provisions of which can be found in Italian Law No. 247 of 31 December 2012 and Italian Royal Decree Law No. 1578 of 27 November 1933. The professional code of conduct (“Codice Deontologico Forense”) applicable to lawyers who are members of an Italian Bar is available at www.consiglionazionaleforense.it.

Accessing the Site

Individuals within your organisation who we authorise to use the Site (“Authorised Users”) will be provided with a password. Access to the Site is restricted to Authorised Users only.

You must treat your password as confidential and you must not disclose it to any third party. We have the right to disable any password at any time, if in our opinion you have failed to comply with any of the provisions of these Terms of Use.

If you have been given access to any part of the Site by mistake, if you know or suspect that anyone other than you knows your password, or if you become aware of a breach of confidentiality or any unauthorised use of the Site, you must promptly notify us by e-mail at privacy@mdmlex.com.

You are responsible for making all arrangements necessary for you to have access to the Site. Access to the Site is permitted on a temporary basis, and we reserve the right to withdraw or amend the service we provide on the Site at any time without notice. We will not be liable if for any reason the Site is unavailable at any time or for any period.

You must comply with all applicable laws and regulatory requirements relating to your use of the Site. You must also comply with all reasonable instructions we give you relating to the Site. You must not use the Site to advertise or sell any goods or services to any other users of the Site.

If you breach these Terms of Use, your right to access and use the Site will cease immediately. Upon our request at any time, you must, at our option, return or destroy any copies of Our Documents that you have made.

Documents

Any materials displayed or hosted on the Site (“Documents”) are confidential and may be privileged. You must not disclose the Documents to any person who is not authorised to read them.

Holding Documents on the Site will not protect them from the normal rules of disclosure in legal proceedings or from seizure by regulatory or other authorities in any jurisdiction in which the document is held, opened or accessible, whether permanently or temporarily.

Our Documents

You acknowledge that any Documents posted by us on the Site (“Our Documents”) do not constitute legal or other professional advice by us unless they are addressed to you and relate specifically to a matter, transaction, deal or project on which you have instructed us to act on your behalf (“Transaction”), in which case, any such advice shall be subject to the terms of engagement in place between us and you from time to time.

You must only use Our Documents for internal business purposes in the normal and proper course of your business.

You must not disclose any confidential information about a Transaction to any person who is not authorised to have information disclosed to them for the purposes of such Transaction.

Your Documents

You are solely responsible for any Document you post or provide to us to post on the Site (“Your Documents”).

You must ensure that Your Documents are legal, decent and truthful, comply with all laws and regulations, do not infringe the intellectual property rights or other rights of us or any third party, are not defamatory, unreliable or misleading or otherwise objectionable and are free of bugs, worms or viruses.

If we consider that any part of Your Documents exposes us to the risk of a claim or complaint by any third party or any loss, we may block access to any or all of the Site and remove any or all of the relevant part of Your Documents. You must provide all reasonable assistance to us in this respect.

If Your Documents include any personal data as defined in the Data Protection Directive 95/46/EC and related national implementing legislation including but not limited to Italian Legislative Decree 196/2003 (“DPA”), you will ensure that such personal data is provided in accordance with the DPA and/or with the Data Protection Act applicable in your jurisdiction.

Intellectual property rights

As between us and you, we are the owner or the licensee of all intellectual property rights in the Site including any software relating to the Site (“Software”) and in the material published on it (other than Your Documents) and you do not acquire any right, title or interest in any of them. Those works are protected by copyright laws and treaties around the world. All such rights are reserved.

Except to the extent permitted by law, you must not copy, modify, download, distribute or decompile the Software without our prior written consent.

Except to the extent necessary to use the Site in accordance with these Terms of Use, you must not copy, store in any medium (including in any other website), distribute, transmit, re-transmit, broadcast, modify, show in public, systematically extract, or commercially exploit all or any part of the Site (including Our Documents) without our prior written consent.

If third party software is required for you to access or use the Site, you must obtain a licence of such software at your own expense.

You hereby grant to us a non-exclusive, worldwide, perpetual, royalty-free licence to post Your Documents on the Site.

Viruses

You must not misuse the Site by knowingly introducing viruses, trojans, worms, logic bombs or other material which is malicious or technologically harmful. You must not attempt to gain unauthorised access to the Site, the server on which the Site is stored or any server, computer or database connected to the Site. You must not attack the Site via a denial-of-service attack or a distributed denial-of service attack.

We will not be liable for any loss or damage caused by a distributed denial-of-service attack, viruses or other technologically harmful material that may infect your computer equipment, computer programs, data or other proprietary material arising out of or in connection with any access to or use of the Site or due to your downloading of any material posted on it, or on any website linked to it.

Links from the Site

Where the Site contains links to other websites and resources provided by third parties, these links are provided for your information only. We have no control over the contents of those websites or resources, and accept no responsibility for them or for any loss or damage that may arise from your use of them.

Our liability

To the maximum extent permitted by applicable law:

• all warranties, conditions and other terms also implied are expressly excluded from these Terms of Use; and
• we will not be liable for any loss or damage of any kind, whether in tort, including negligence, contract or otherwise, even if foreseeable, arising out of or in connection with your use of, or inability to use, the Site.

Governing law and jurisdiction

These Terms of Use will be governed by, and construed in accordance with, the laws of Italy and each party hereby submits to the exclusive jurisdiction of the courts of Milan, Italy.

Contacting us

If you have any queries about these Terms of Use or the Site, please contact dealroom@mdmlex.com.