Privacy Policy for the Websites of [CustomerName]

Last updated 06.09.2018.

[CustomerName] kindly welcomes you to their online presence and thanks you for your interest in the company and its services. With the following information we would like to inform you about how we collect, process, and manage personal data and for what purposes we use this data.

IN A NUTSHELL

The following overview provides you with a short summary on the most important points of our Privacy Policy:
– We only collect personal data with your prior consent;
– We only use this personal data to the extend you have given your consent to and as required to provide you with the service you requested from us;
– We only store your personal data as long as necessary;
– We do not sell any personal data to third-parties;
– Personal data is only transferred to third-parties that ensure at least the same data protection level as we do and as required by law;
– We take data protection and data security very seriously and implemented state-of-the-art technical and organisational measures;
– We use cookies to provide a comfortable browsing experience on our website, however, you are able to reject the use of cookies any time by using your browser configuration;
– At any time, you have the right to access, correct, and deletion of your personal data, as well as the right to restrict processing or receive your personal data in a machine readable and transferrable format.
All these points are further described in the following sections of this Privacy Policy. Please read the Privacy Policy carefully. Should you have any questions, please contact us.

1 GENERAL

With this Privacy Policy we, the companies of the [CustomerName]-Group (hereinafter together [CustomerName], we or us), describe how we collect and further process personal data while visiting one of [CustomerName]’s online presences: [CustomerURL], [CustomerURL], [CustomerURL] (hereinafter collectively website). This Privacy Policy only covers the general use of our website and is not necessarily a comprehensive description of our data collecting and processing. It is possible that other Privacy Policies or General Terms and Conditions, Conditions of Participation or similar documents apply to specific circumstances (e.g. for the use of our products).
The term personal data in this Privacy Policy shall mean any information that identifies, or could reasonably be used to identify, any person, e.g. yourself or a legal entity you might represent.
If you provide us with personal data of other persons (such as family members, work colleagues), please make sure the respective persons are aware of this Privacy Policy and only provide us with their data if you are allowed to do so and such personal data is correct.

2 CONTROLLER

The controller responsible for the described data collection and processing is:
[CustomerName]
[CustomerStreet]
[CustomerCity]
[CustomerCountry]
Contact Email

3 COLLECTED DATA AND USAGE

We only collect and process personal data as required to appropriately provide the services requested, and do so only with your prior consent. An exception solely applies if such a prior consent is not possible or the processing of personal data is explicitly allowed by law.
Generally, your prior consent serves as the legal basis to collect and process your personal data. Where your personal data is required to conclude and fulfill a contract between you and [CustomerName], the contract and/or the obligations derived from the contract serve as the legal basis to collect and process your personal data.

4 CONTACT FORM AND EMAIL

On our website we provide a contact form to contact us directly via our website. For us to properly handle your request, we collect the following personal data:
– Name;
– Email.
This personal data, together with your message, will be stored and used to process your request. If your request includes the wish to be directly contacted by [CustomerName], the personal data will be used to contact you via email or any other form indicated in your message.
By using the contact form, and therefore transmitting your personal data to us, you explicitly allow us to store and process this data to the extend required.
Should you decide to contact us by sending us an email, your personal data transmitted via the email protocol as well as your message will be stored and processed, in accordance with this Privacy Policy.
By sending us an email, and therefore transmitting to us your personal data, as provided in or connected to the email, you explicitly allow us to store and process this data to the extend required.

5 NEWSLETTER

On our website we provide the possibility to register your email-address for our general newsletter. This general newsletter will be used for general email marketing purposes, mainly to give you updates about [CustomerName]’s business and offers that might be relevant to you.
By registering your email-address for the general newsletter you explicitly allow us to store and process this data to the extend required. At any time, you are able to unsubscribe from our general newsletter either by contacting us directly or by using the unsubscribe link provided in each email.

6 UPDATING INFORMATION

Please let us know if the personal information which we hold about you needs to be corrected or updated.

7 DATA SECURITY

We have taken appropriate technical and organisational security measures to protect your personal data from unauthorised access and misuse.
Of course, data transmission over the internet is inherently insecure, and we cannot guarantee the security of data sent over the internet.
You are responsible for keeping your passwords and login details confidential. We will not ask you for your password (except when you log in to the website’s services).

8 DATA TRANSFER TO THIRD PARTIES

We might transfer your data to service providers who help us in the operation of our website and the associated processes. Those service providers may be located in other countries than where your residence is or where [CustomerName] is operating out of. This transference is made under the scope of a data processing agreement. Our service providers are bound to us by strict instructions and contractual obligations. In some cases, we may transfer personal data to third countries outside the EU. If we transfer data to a country without adequate legal data protection, we ensure an appropriate level of protection as legally required by way of using appropriate contracts, or binding corporate rules, or we rely on the statutory exceptions of consent, performance of contracts, the establishment, exercise or enforcement of legal claims, overriding public interests, published personal data, or because it is necessary to protect the integrity of the persons concerned. In the case of Google Analytics (USA), an appropriate level of data protection is ensured by the corresponding participation in the Privacy Shield Agreement.

9 WEB TRACKING

We use tools to monitor and store anonymous information about how you use the website. This information will be used to improve the website, its navigation and content. We only collect anonymous data and do not combine this data with other information (e.g. your email-address). The information we collect in this process may comprise data on how you navigate the website, or how often you use a certain feature.

10 USE OF COOKIES

We use “cookies” and similar techniques on our website, which allow for an identification of your browser or device. A cookie is a small text file that is sent to your computer and automatically saved by the web browser on your computer or mobile device, when you visit our website and use our software. If you use our software or revisit our website, we may recognize you, even if we do not know your identity. Besides cookies that are only used during a session and deleted after your visit of the website (“session cookies”), we may use cookies in order to save user configurations and other information for a certain time period (e.g., two years) (“permanent cookies”). Notwithstanding the foregoing, you may configure your browser settings in a way that it rejects cookies, only saves them for one session or deletes them prematurely. Most browsers are preset to accept cookies. We use permanent cookies for the purpose of saving user configuration (e.g., language, automated log in), in order to understand how you use our services and content. Certain cookies are sent to you from us, others from business partners with which we collaborate. If you block cookies, it is possible that certain functions are not available to you due to the technical requirements of certain cookies.

11 GOOGLE ANALYTICS

We may use Google Analytics or similar services on our website. These are services provided by third parties, which may be located in any country worldwide (in the case of Google Analytics Google LLC is in the U.S., www.google.com) and which allow us to measure and evaluate the use of our website (on an anonymized basis). For this purpose, permanent cookies are used, which are set by the service provider. The service provider does not receive (and does not retain) any personal data from us, but the service provider may track your use of the website, combine this information with data from other websites you have visited and which are also tracked by the respective service provider and may use this information for its own purposes (e.g. to controlling of advertisements). If you have registered with the service provider, the service provider will also know your identity. In this case, the processing of your personal data by the service provider will be conducted in accordance with its data protection regulations. The service provider only provides us with data on the use of the respective website (but not any personal information of you).
Google Analytics might record:
– the page, from which the data is requested
– the name of the data file,
– the date and time of the query,
– the amount of data transferred,
– the access status (file transmitted, file not found),
– a description of the type of browser used,
– a description of the type of operating system used;
– the IP address of the requesting computer shortened to such an extent that no reidentification of any persona data is possible.

12 SOCIAL PLUGINS

We might use plug-ins from social networks such as Facebook, Twitter, Youtube, Google+, Pinterest or Instagram on our websites. This is visible for you (typically based on the respective symbols). We have configured these elements to be disabled by default. If you activate them (by clicking on them), the operators of the respective social networks may record that you are on our website and where on our website you are exactly and may use this information for their own purposes. This processing of your personal data lays in the responsibility of the respective operator and occurs according to its data protection regulations. We do not receive any information about you from the respective operator.

13 YOUR RIGHTS

In accordance with and as far as provided by applicable law, you have the right to access, rectification, and erasure of your personal data, the right to restriction of processing or to object to our data processing in addition to right to receive certain personal data for transfer to another controller (data portability). Please note, however, that we reserve the right to enforce statutory restrictions on our part, for example if we are obliged to retain or process certain data, have an overriding interest (insofar as we may invoke such interests) or need the data for asserting claims. If exercising certain rights will incur costs on you, we will notify you thereof in advance.
You have the right to object to the processing at any time for reasons arising out of your particular situation. Consent given to collect and process your data can be withdrawn at any time, but this does not affect data processed prior to withdrawal. We will then no longer process personal data, unless there are demonstrably compelling legitimate grounds for processing, which override the interests, rights and freedoms of the person concerned, or the processing serves the purpose of asserting, exercising or defending legal claims. You have the right to lodge a complaint with a supervisory authority.
Please note that the exercise of these rights may be in conflict with your contractual obligations and this may result in consequences such as premature contract termination or involve costs. If this is the case, we will inform you in advance unless it has already been contractually agreed upon. In general, exercising these rights requires that you are able to prove your identity (e.g., by a copy of identification documents where your identity is not evident otherwise or can be verified in another way). In order to assert these rights, please contact us.

14 RETENTION PERIODS FOR YOUR PERSONAL DATA

We process and retain your personal data as long as required for the performance of our contractual obligation and compliance with legal obligations or other purposes pursued with the processing, i.e. for the duration of the entire business relationship (from the initiation, during the performance of the contract until it is terminated) as well as beyond this duration in accordance with legal retention and documentation obligations. Personal data may be retained for the period during which claims can be asserted against our company or insofar as we are otherwise legally obliged to do so or if legitimate business interests require further retention (e.g., for evidence and documentation purposes). As soon as your personal data are no longer required for the above-mentioned purposes, they will be deleted or anonymized, to the extent possible. In general, shorter retention periods of no more than twelve months apply for operational data (e.g., system logs).

15 POLICY AMENDMENTS

We may amend this Privacy Policy at any time without prior notice. The current version published on our website shall apply. If the Privacy Policy is part of an agreement with you, we will notify you by e-mail or other appropriate means in case of an amendment.

16 THIRD PARTY WEBSITES AND CONTENT

While using the [CustomerName] application you might be directed to third party websites. We are not responsible for the privacy policies or practices of third party websites.

Please contact us if you have any further questions, suggestions or wishes regarding our Privacy Policy.

General Terms and Conditions for [CustomerName] Services

General Terms and Conditions for [CustomerName] Services

Lastly updated: 05.10.2024

When using this website made available by [CustomerName] (hereinafter [CustomerName]) the following rules (Terms of Use) apply.

General Information

[CustomerName] (“[CustomerName]”) is a company organized and existing under the laws of [CustomerCountry], specialized in providing solutions for the global trade based on blockchain technology.

The following general terms and conditions (the “Terms”) set forth the rights and obligations of any business relationship between [CustomerName] and the Customer (the “Business Relationship”), subject to the Service Agreement as defined hereinafter or any other agreements concluded between the parties.

“Customer” shall mean both corporate bodies (legal entities, foundations, associations, etc.) and natural persons who have a direct Business Relationship with [CustomerName].

“End-User” shall mean both corporate bodies (legal entities, foundations, associations, etc.) and natural persons who are using products or services hosted and maintained by [CustomerName] through a Customer of [CustomerName].

“Digital Asset” shall mean one unit of a digital asset. The plural “Digital Assets” shall mean a not specified number of units of a Digital Asset.

“Subscription” shall mean the license granted by [CustomerName] to Customer to use [CustomerName] software products and the right of the Customer to obtain maintenance and support services related to such [CustomerName] software products (service level agreement, SLA), all as agreed and specified in the Service Agreement.

“Service Agreement” shall mean the document signed by Customer and [CustomerName] in writing, containing the agreement of the parties on Subscriptions and other services ordered by [CustomerName]. In case of conflicts between the Terms and the Service Agreement, the latter shall prevail.

Scope

2.1 [CustomerName] is providing software products, which can be used to issue, manage and distribute Digital Assets and which can be used by [CustomerName] Customers to create marketplaces for their End-users to offer, buy and sell Digital Assets.

2.2 The Terms govern the Business Relationship and apply to the Service Agreement and any other agreement between the Customer and [CustomerName]. They apply to any use of any of [CustomerName] software products or services with or without Subscription.

2.3 The Terms and the Service Agreement shall also apply to any updates, upgrades or extensions of any of [CustomerName] software products which replace or supplement the originally subscripted version thereof, unless such update or upgrade or such agreement is subject to a separate Subscription.

2.4 Any general terms and conditions of the Customer are hereby excluded, unless accepted in writing by [CustomerName].

2.5 [CustomerName] is entitled to make changes to the agreed Subscriptions and other services, provided that these changes do not lead to any deterioration and do not result in an increase of the fees and other costs payable by the Customer.

Cryptographic Key Pairs

3.1 In order to write data to the blockchain, which is a precondition to create, spend, transfer, offer or make use of Digital Assets, the Customer must possess cryptographic information, referred to as a “cryptographic key pair”. These key pairs are needed to execute transactions on a blockchain (see also article 4).

3.2 A cryptographic key pair consists of a public key and a private key. The private key is used to manage Digital Assets or to exercise rights and must be kept secret. The public key does not have to be kept secret. For blockchain purposes, the public key is mathematically transformed into a blockchain address. The blockchain address is used as an identifier for accounts and receiver of Digital Assets and does not have to be kept secret.

3.3 For storing private keys the Customer or, respectively, the End-User, needs an additional device or a software, such as an app on a smartphone or a program on a computer. [CustomerName] provides several such apps for Android and iOS. Any such device or app or program is under direct control of the Customer.

3.4 Having control over a private key means technically being able to manage all Digital Assets and to exercise the related rights. Malicious hardware or software, as well as malicious code from different sources, may lead to the loss or theft of private keys from any device or app.

3.5 [CustomerName] does not store any private keys for the Customer and can therefore never act on their behalf.

3.6 [CustomerName] disclaims all warranties – implicit and explicit – for damages caused to the Customer by the loss or theft of cryptographic private keys by third parties, including (without limitation) due to a hardware or software error in the device or malicious code in the app.

Transactions And Transaction Fees

4.1 Only a valid cryptographic transaction can modify data on the blockchain. In order to be valid, a cryptographic transaction needs to be signed by the proper private key. Such a transaction may instruct the passing or management of Digital Assets at the associated blockchain address or the execution of rights granted to the blockchain address.

4.2 Several software products of [CustomerName] for which the Customer may have an active Subscription allow to prepare these transactions and to send them to the additional device or the app for signing. The Customer is solely responsible for the correct and careful preparation of the transactions and their validation before signing.

4.3 [CustomerName] assumes no responsibility or liability for the content of the transactions, the way in which the rights granted to the blockchain addresses are executed, or the distribution or management of Digital Assets by the Customer.

4.4 Cryptographic transactions change data in the blockchain. Data in the blockchain are not stored in one place but exist on many different devices of a blockchain network. The network decides, based on internal rules, whether transactions are valid and whether the changes triggered by them are included in the blockchain data or not. The Customer is a participant in this blockchain network. Only valid transactions of the Customer and other users of the blockchain network can modify these data.

4.5 [CustomerName] has no possibility to modify or influence these data at its own initiative in any way. All changes to the data are effected through valid transactions, which were previously signed by the Customer by means of his private key and after thorough examination by the Customer.

4.6 [CustomerName] has no option to cancel, recall or invalidate signed transactions. [CustomerName] therefore disclaims any liability for the outcome of the transactions in the blockchain.

4.7 By signing a transaction, the Customer irrevocably writes data to the blockchain. Data written to the blockchain can never be removed or changed. The Customer understands, acknowledges and confirms, that he is aware of this fact.

4.8 The transmission of blockchain transactions may cause processing fees (called gas costs) owed to the network. The Customer implicitly authorizes them with his cryptographic signature. The nature of blockchain networks makes an exact estimation of gas costs impossible. [CustomerName] provides an estimate of +/- 10% accuracy for each of these transactions but is in no event liable if the effective costs exceed such estimate or the afore-mentioned 10%-range. If the Customer signs a transaction and sends it to the network for processing, [CustomerName] assumes that the Customer has carefully reviewed the processing costs and approved them.

4.9 The Customer acknowledges that he understands the purpose and use of a blockchain and understands that blockchains differ in their nature, cost, and transaction time. He confirms that he knows that the data is stored in blocks and that these blocks are created and validated by third parties. [CustomerName] has no influence on the formation and validation of the blocks.

4.10 Transactions that change data in the blockchain are processed asynchronously. [CustomerName] cannot give any warranty as to when a transaction will be processed. [CustomerName] assumes no liability if transactions are processed too late or not at all.

Data Storage And Document DB

5.1 [CustomerName] operates a database for storing information about Digital Assets. This database is referred to as “Document DB”. It is an integral part of all infrastructure components and products and an implicit part of all Subscriptions.

5.2 The data stored in the Document DB contains descriptions of Digital Assets. These descriptions are maintained (created and amended) by the Customer. Each Digital Asset creates a separate record in the Document DB.

5.3 Data in the Document DB might contain false claims, wrong or other intended or non-intended fraudulent information, which might incur losses to third parties. [CustomerName] has no means to verify the accuracy of data entered in Document DB and therefore disclaims all liability related thereto.

5.4 The Customer takes full responsibility to the legal extent possible for any content which is created in the Document DB by him and will indemnify and hold harmless [CustomerName] from and against all actions, claims, liabilities, obligations, damages, or expenses arising in connection with the data stored in the Document DB, including but not limited to payment of all costs and expenses (e.g. lawyer’s fees) incurred on a full indemnity basis.

5.5 The data stored in Document DB is cryptographically referenced in the blockchain and linked to the associated Digital Asset. The link is made through a globally unique number – the Asset ID –, which exists in the blockchain as well as in the Document DB.

5.6 The Customer has the right to download and obtain data of his Digital Assets from the Document DB exclusively through the means and software tools provided by [CustomerName]. The Customer has the right to share and distribute the data of his Digital Asset.

5.7 [CustomerName] reserves the right to search the data entered in the Document DB for offensive or illegal content and take measures to remove or otherwise neutralize the whole record that is in violation with the law of [CustomerCountry], or which is the subject of legal action from authorities within [CustomerCountry] or abroad.

5.8 The Customer understands and agrees that any measures which remove the record from the Document DB cannot erase the data which Customers may have downloaded. [CustomerName] has no means to enforce deletion of downloads of the data by the Customer. The Customer understands and confirms that the Asset-ID linkage in the blockchain allows to prove the authenticity of a download of the data at any later stage.

5.9 The Customer understands and agrees that data in the blockchain, especially the cryptographic reference to the data in the Document DB, cannot be removed, archived or otherwise made invisible or undone, and that data in violation of the laws of [CustomerCountry] or being the subject of legal action by any court within [CustomerCountry] or abroad may re-emerge, even after having been purged, deleted from or otherwise been neutralized in the Document DB.

Transmission Of Data, Data Protection And Communication

6.1 [CustomerName] is permitted to use any communication methods at its discretion for communication with the Customer. Subject to the following paragraphs of this article 6, [CustomerName] takes customary measures to identify and prevent fraudulent activities.

6.2 The use of communication methods contains various risks which may result in loss or damages. Relevant risks may include the risk of transmission errors, mutilations or duplications or other irregularities, the risk of interception or manipulation of content by unauthorized third parties or the risk of introduction of viruses or other malware. The Customer acknowledges and agrees the risks associated with the use of communications methods.

6.3 The Customer shall implement and maintain with due care all appropriate security precautions with respect to the communications methods used with [CustomerName] and furthermore to protect the devices, systems, software and networks on their end against electronic attacks and unauthorized use.

6.4 The Customer agrees that [CustomerName] may record, analyze and process all communications without notice and store these recordings. In relation to personal data please refer to our privacy policy available on our website ([CustomerWebsite]).

6.5 The Customer further agrees that such recordings may be submitted as evidence in any proceedings related to a disputed instruction/transaction.

Products And Services

7.1 [CustomerName] grants its Customers the right to use its software products and services as defined in the Subscription. The customer receives no additional rights to [CustomerName] products or services.

7.2 However, the Customer is prohibited from using the products and services in any way not provided for in the Subscription without the prior written consent of [CustomerName].

7.3 Unless otherwise agreed in the Subscription, the Customer is prohibited from transferring or lending products or services or parts thereof to third parties. Furthermore, the Customer is not entitled to show the products and services in whole or in part in a public performance or representation, even if no fee is charged for it.

7.4 Unless otherwise agreed in the Subscription, the Customer may not sell, rent, lease, copy, modify, adapt, redistribute, publicly display, transmit, modify, decompile, reverse engineer, disassemble, obtain the source code, sublicense or transfer any [CustomerName] product or parts thereof to third parties for use or for any of the aforementioned purposes or transfer or assign rights to third parties without authorization.

7.5 [CustomerName] provides apps and tools to be installed on the Customer’s devices and/or provides access to webportals to Customer. The Customer shall have the opportunity to enter data of its tokenized goods and services through its portal access (e.g. shares, commodities or services). [CustomerName] itself is no issuer but supplies the software and services for processing existing information according to the needs of the Customer and making it available to the Customer and its End-Users. [CustomerName] does not verify any entered information for completeness or correctness.

7.6 [CustomerName] products and services are offered via cloud services that are not operated by [CustomerName]. For this reason, [CustomerName] is not liable for a failure of the application or for difficulties or non-functioning of downloads or content or other errors resulting from third party networks or nodes not functioning. The operators of the nodes are also not liable to the Customer for a failure of any product or service or for difficulties or the non-functioning of downloads or content or other errors.

7.7 The Customer shall provide to [CustomerName] with all information and materials that [CustomerName] may need to fulfill its duties under the Business Relationship or to comply with the applicable law. Any information and materials requested by [CustomerName] will be made available to [CustomerName] by the Customer without delay. The Customer warrants that all information and materials provided to [CustomerName] are true, correct and not misleading. [CustomerName] is in no way responsible for the consequences of inaccurate, incomplete or otherwise unsuitable information and materials.

Support And Updates For Products And Services

8.1 [CustomerName] reserves the right to update any of its products and services at its own discretion, anytime, especially in the case of an emergency (e.g. in case of a software bug which endangers the integrity of the system). Except for cases of emergency, [CustomerName] will give notice to the Customer 30 days in advance before performing the respective update.

8.2 [CustomerName] provides information about its service level agreement (SLA) as part of the Subscription. The terms of the chosen service level as part of the Subscription shall apply.

Fees And Invoices

9.1 [CustomerName] charges the Customer for the use of its products and services as agreed in the Service Agreement. Not included in these costs are all costs on the Customer’s side, such as telecommunication services or other fees any third party might claim, whose services the Customer uses in order to access [CustomerName] products and services. Not included in these costs – unless explicitly specified – are all blockchain transaction fees (see article 4).

9.2 The Customer will receive invoices and notifications in the applicable intervals agreed in the Service Agreement. Any objection must be reported in written form within thirty (30) days of receipt. If no objections are made within that time, the respective statement and notice will be deemed as accepted by the Customer. [CustomerName] reserves the right to charge the Customer retroactively for any expenses, such as taxes or fees, which may be incurred after closing the statement of the relevant period.

9.3 The invoices sent to Customer by [CustomerName] are due for payment to the account of [CustomerName] set forth on the invoice without deduction as agreed in the Service Agreement, or, for the lack of an agreement therein, as specified in the respective invoice.

9.4 The payment dates are also binding in the event that insignificant product parts or services are missing, or reworking proves necessary which does not make it impossible to use the [CustomerName] products or services.

9.5 In the event of non-payment of an invoice when due, the Customer shall be in default without further notice. In the event of default [CustomerName] shall be entitled to suspend the provision of its products and services and to charge the statutory default interest. Moreover, if [CustomerName] does not terminate the Business Relationship with immediate effect according to article 15, all deadlines to be met by [CustomerName] shall be extended by the period of default of payment.

9.6 The Customer shall only be entitled to offset or assert a right of retention if its claim is undisputed or has been finally and legally established by a court of law.

Deadlines

10.1 Subject to the deadlines contained in the Service Agreement, deadlines are not binding on [CustomerName] unless [CustomerName] has expressly accepted such deadlines as binding in writing.

10.2 In the event of binding deadlines pursuant to paragraph 10.1 above, [CustomerName] shall only be obliged to meet the deadlines if the other parties involved (the Customer, the Customer’s auxiliary personnel and third parties) also meet the deadlines they are obliged to meet. Moreover, deadlines and obligations to cooperate shall not be binding on [CustomerName] if reasons beyond [CustomerName]’s control result in a delay or in the impossibility of rendering services or make available products or if obstacles arise which [CustomerName] is unable to avert despite exercising due care, regardless of whether they arise at [CustomerName], at the Customer’s or at a third party’s premises.

10.3 In the event of non-compliance with the deadlines set out in point 10.2 above, the deadlines to be met by [CustomerName] shall be postponed by a reasonable period of time, but at least for the duration of the delay. Fractions of days shall be deemed to be whole days for the purpose of determining the delay.

Warranty, Liability And Indemnification

11.1 [CustomerName] warrants that it provides its products and services as agreed in the Service Agreement observing the customary duty of care, subject to the exclusions and limitations set forth in the Terms and the Service Agreement. Any other warranty of [CustomerName] for its products and services and any liability of [CustomerName] for loss or damages suffered in the absence of any intentional or grossly negligent breach by [CustomerName] of its duty of care is excluded to the extent legally permissible.

11.2 The liability of [CustomerName] for direct, indirect or special damages or consequential damages arising from the use of any product or service or linked pages and applications, including without limitation damages such as loss of profit or revenue, interruption of business or professional activities, loss of programs or other data stored on your device is hereby waived to the extent permitted by law unless agreed otherwise in the Subscription.

11.3 Any complaints of the Customer regarding action or inaction of [CustomerName], including any products and services supplied by [CustomerName], shall be lodged with [CustomerName] within thirty (30) days as of the date of the action or inaction in question. Otherwise, the respective action or inaction shall be deemed accepted by the Customer. Any corrections of products and services shall take place based on the support level agreement concluded between the parties as part of the Subscription. Any further liability and/or warranty of [CustomerName] is excluded.

11.4 It is not possible to produce completely error-free software. Any liability and/or warranty of [CustomerName] for the faultlessness of software-related services is therefore excluded. [CustomerName] shall in no case be liable for any loss of data and its consequences.

11.5 Insofar as the defects or undue performances concern products or services (or parts thereof) originally delivered by third parties (e.g. software from a sales partner/supplier/subcontractor), any liability and/or warranty on the part of [CustomerName] is excluded from the outset. In return, [CustomerName] hereby assigns to the Customer all rights which [CustomerName] may be entitled to such third parties.

11.6 [CustomerName] provides an infrastructure which uses blockchain technology or related technologies employing a distributed cryptographic ledger. The technology – including source code, software and tools – powering distributed cryptographic ledgers is provided by third parties. The Customer understands and agrees that [CustomerName] has no possibility to control the technology, which is used for the underlying distributed cryptographic ledgers. The Customer understands and agrees that the technology – its source code, software and tools – may still be under development and may show weaknesses or vulnerabilities in the near or far future, some of which may be grave and may impact business models built on digital assets on blockchain as a whole. The Customer fully acknowledges and accepts these and other risk inherent with using blockchain technology. [CustomerName] is not liable for any of these risks under any title whatsoever.

11.7 The Customer understands and agrees that it is responsible and liable in all ways legally possible for its End-Users actions within the scope of the Terms. In particular, Customer undertakes to ensure that its End-Users fully comply with the Terms as well and accept them as if they were direct Customers of [CustomerName] under the Terms.

11.8 The Customer acknowledges and agrees that [CustomerName] does not provide any advice on tax or legal matters regarding the use and provisioning of [CustomerName] products and services.

11.9 The Customer shall indemnify and hold harmless [CustomerName] from and against all actions, claims, liabilities, obligations, damages, or expenses arising out of or in connection with the Business Relationship, including but not limited to payment of all costs and expenses (e.g. lawyer’s fees) incurred on a full indemnity basis, provided that such action, claim etc. is not based on a breach of [CustomerName]’s obligation of the Terms or the Service Agreement or a breach of any third party-rights.

11.10 All other provisions set forth in the Terms or the Service Agreement governing warranties, liability or indemnity shall apply in addition to this article 11.

Intellectual Property Rights

12.1 “Intellectual Property Rights” shall include, without limitation, all intellectual property rights, such as rights in trademarks, service marks, logos, brands, trade and/or business names, domain names, registered designs, patterns and design, copyright (including all such rights in computer software), ideas, algorithms, source and software codes, data and database rights, moral rights, patents and patent applications, inventions and all rights to use inventions, know-how, and similar and related rights, registering rights and processes and in each case whether registered or not and including applications for and renewals and extensions of any of the above rights or the right to apply for any of the foregoing in any part of the world.

12.2 All Intellectual Property Rights related to the products and services provided by [CustomerName] under the Business Relationship exclusively belong to [CustomerName], unless explicitly agreed otherwise in the respective Subscription.

12.3 The unauthorized use, reproduction or reproduction of the content or parts of the content of any of [CustomerName] products or services is prohibited. No copyright, trademark or other legal notice may be removed from any [CustomerName] product or service.

12.4 Intellectual Property Rights specifically created by [CustomerName] for a Customer by extensions to the software the Customer has contracted and paid for shall belong to the Customer. However, the Customer obtains no Intellectual Property Rights in the other components provided by [CustomerName], even if removing those [CustomerName] components would defunct the extensions to the software provided to the Customer.

12.5 [CustomerName] does not grant the Customer any exclusivity for his business model. The Customer understands and agrees that [CustomerName] is providing blockchain infrastructures for many customers, some of which may have the same business model as the Customer.

Outsourcing And Confidentiality

13.1 [CustomerName] has the right to outsource business areas and services to group companies or third parties in- or outside of [CustomerCountry]. The Customer explicitly agrees that its data can be processed and sent to said parties in relation hereto. The Customer further agrees that said parties may transfer its data to further outsourcing providers. All provided data shall be kept confidential by the data processing parties.

13.2 The Customer releases [CustomerName], its group companies, employees and agents from applicable duties of confidentiality, secrecy or data privacy to the extent permitted under applicable laws:

Compliance With Laws

The Customer confirms to comply with all legal laws and regulations applicable to the Customer and the Business Relationship, including (without limitation) tax, anti-money-laundering and data protection legislation. The Customer shall further procure that his representatives act in a compliant manner as well.

Term and Termination

15.1 The Terms are applicable starting from the date set forth on the title page and shall supersede all earlier versions thereof.

15.2 A Subscription or other agreed services within the Business Relationship are valid until terminated by the Customer or by [CustomerName]. Unless the parties agree otherwise in the Service Agreement or another written agreement, such termination is possible anytime as per any date (also with immediate effect). In case of such termination, all rights of the Customer in any products or services of [CustomerName] and any related obligations of [CustomerName] towards the Customer will terminate automatically as per the effective date of the termination.

15.3 Moreover, any Subscription or other agreed services within the Business Relationship terminate automatically, immediately and without notice in case the Customer breaches his obligations under the Terms, the Subscription or any other agreement within the Business Relationship.

15.4 As per the effective date of termination, the Customer shall cease all use of [CustomerName] products and services. After termination of the service duration, [CustomerName] will disable login and API access for the customer and reserves the right to disable or remove the URLs and endpoints. Moreover, [CustomerName] will immediately remove any apps from AppCenter and TestFlight and similar portals which have been made available through a [CustomerName] account. Customer is responsible for removing any of his TEOS based apps from other portals or those previously mentioned where access to the apps has been made available through a Customer account.

15.5 In case of termination, the Customer shall have no claim for repayment of any fees paid earlier. Moreover, the Customer shall remain obligated to pay any fees or other consideration which the parties agreed to depend on the duration of the Business Relationship until the effective date of termination.

15.6 All provisions of the Terms regarding warranties, liability, indemnity, confidentiality, proprietary rights, and payment obligations shall survive the termination.

15.7 Thirty (30) days after the effective date of the termination, [CustomerName] will delete any Customer-specific installations from its servers. [CustomerName] is not obligated to keep backup data for the Customer. However, the Customer understands and agrees that even after termination of the Business Relationship Customer-specific content, such as Digital Assets and all entries to the blockchain which the Customer has made, will remain on the system.

Amendments

16.1 [CustomerName] reserves the right to amend the Terms and its privacy policy at any time. Any amendment will be published through any communication methods chosen by [CustomerName].

16.2 The amendments shall be deemed to be accepted if the Customer does not object in written form within thirty (30) days of the date of the amendment or by continued using of the services or products of [CustomerName].

Miscellaneous

17.1 The Terms, together with the Service Agreement and other agreements within the Business Relationship, include all rights and duties of the parties with respect to the Business Relationship. They substitute all former oral or written agreements relating to the same subject. Except as provided herein, there are no side agreements.

17.2 Any amendments of the Service Agreement and other agreements within the Business Relationship are only valid if made by an instrument in writing duly executed by both parties.

17.3 The Business Relationship or any rights included therein may not be transferred by the Customer to a third party at any time.

17.4 In case one or more provisions of the Terms, the Service Agreement and other agreements within the Business Relationship should turn out to be invalid or unenforceable, the remaining provisions shall not be affected thereby. The invalid or unenforceable provisions shall be replaced by such valid and enforceable provisions that best reflect the commercial purpose of the respective invalid or unenforceable provisions. The same procedure shall apply in case of a gap.

Applicable Law And Jurisdiction

18.1 The Business Relationship and all disputes related thereto are exclusively governed by [CustomerCountry] Law with the exclusion of its conflict of law principles and of international treaties.

18.2 The ordinary courts of [CustomerState], [CustomerCountry], shall have jurisdiction over any disputes arising from or relating to the existence of the Business Relationship. [CustomerName] may also sue the Customer before any other competent court. Both parties agree to the effect that, before resorting to a court of law, they shall attempt to resolve, through a collaborative and cooperative understanding, any conflicts and differences of opinion in connection with the Business Relationship.

18.3 The place of performance and debt collection for the Customer is the [CustomerCity], [CustomerCountry].