End User License Agreement
BY ACCEPTING THESE TERMS, YOU CONFIRM THAT YOU ARE LAWFULLY ABLE TO ENTER INTO AND FORM CONTRACTS BASED ON THE APPLICABLE LAW IN YOUR JURISDICTION (FOR EXAMPLE, IN THE UNITED STATES, YOU MUST BE OVER 18 YEARS OLD). BY USING OUR PRODUCTS, CLICKING THE “I AGREE”, “ACCEPT” OR “YES” BUTTON, LOADING THE PRODUCTS OR OTHERWISE INDICATING APPROVAL, YOU ARE AGREEING TO THESE TERMS, WHICH WILL BECOME A LEGAL AND ENFORCEABLE CONTRACT BETWEEN YOU AND TABIDUS. PLEASE READ THESE TERMS CAREFULLY AND MAKE SURE YOU UNDERSTAND THEM BEFORE YOU AGREE TO THEM.
1. USING OUR PRODUCTS
1.1. With respect to all of our Products and Technologies, you must comply with these Terms and any other terms and policies that you have accepted. You may not misuse our Products and/or Technologies in any manner. Purely for the purpose of providing examples of such misuse, do not interfere with our Products and/or Technologies, try to access them using a method other than the interface or instructions we provide, or bypass any measure we may use to prevent or restrict access to our Products and/or Technologies or some part of our Products and/or Technologies. You must comply with applicable domestic and international law when using our Products and/or Technologies and you may not use our Products and/or Technologies, without limitation, to upload, download, post, submit, distribute or facilitate the distribution of any content that may infringe someone’s intellectual property rights, rights to confidential information or privacy, or which violates any export laws or any other right of a third party.
If you do not comply with the applicable law and/or these Terms, we may be forced to bring an action to collect damages and/or prohibit your behavior, or stop you from any unauthorized use of our Products and/or Technologies. Some unlawful activities may even result in criminal prosecution under applicable law. Because this is in nobody’s interest, we urge you to comply with the law and these Terms.
1.2. Unless expressly stated otherwise, using a particular Product and/or Technology does not give you ownership of any intellectual property rights to such Product and/or Technology or any of the content you access. You may not use content from our Products and/or Technologies unless you obtain permission from the owner of such content or are otherwise permitted by law. These Terms do not grant you the right to use any branding or logos used in our Products or from the technology vendors. Never remove, obscure or alter any legal notices displayed in or along with a respective Product.
1.3. You are responsible for familiarizing yourself with the key functions and features of a respective Product and/or Technology as you bear the entire risk associated with a particular Product and/or Technology meeting your individual requirements and needs. You are responsible for installing a respective Product, Technology, update and/or upgrade and complying with any of our instructions concerning the installation of a respective Product, Technology and any associated updates and upgrades. You are also responsible for setting up and maintaining a functional hardware and software environment and for performing regular data backups.
1.4. You must notify us of any alleged or potential defect with a respective Product and/or Technology as soon as possible. If you provide us with an e-mail address or other contact information in order to allow us to send you important information (including security-related information) for the use of a particular Product and/or Technology, it is your responsibility to update us with any changes to such contact information. We will not be liable for any damages resulting from your failure to notify us of a change in your e-mail address and/or contact information in a timely manner.
2. PRIVACY AND COLLECTION OF PERSONAL INFORMATION
3. THIRD PARTY CONTENT AND THIRD PARTIES TECHNOLOGIES
3.1. Third Party Content: Some of our Products display content, tools or functions that are not ours (“Third-party Content”), such content is the sole responsibility of the party or entity that makes it available and we assume no responsibility whatsoever for it. If Third-party Content is subject to special licenses, terms and/or conditions, you may need to agree to abide by such third-party terms and/or conditions in order to use the Third-party Content. If you do not agree to such third-party terms and we incorporate Third-party Content into one of our Products, you may no longer be able to properly use and/or fully access such a Product.
3.2. Third Parties Technologies: The technologies available in Tabidu’s products are the sole responsibility of the party or legal entity providing them, and Tabidus assumes no responsibility for them. By activating and / or using these technologies you agree to the respective licenses, conditions and / or conditions of the respective manufacturer.
4. OWNERSHIP RIGHTS, LICENSE GRANT & USE RESTRICTIONS
Our Products are the key to our business and we take the protection of our intellectual property rights (and those of our technology partners) very seriously. Please read the information below as it explains your rights with respect to the Products and/or Technologies, including important information with respect to your ability to download and use a particular Product and/or Technology on multiple Devices.
Important definitions: To explain the full meaning of certain terms used in this section, we want to define the following (please note, however, that the definitions below shall apply throughout these Terms and not exclusively to this Section):
Device: any electronic device that is able to process data with the assistance of a programmable calculation specification.
License: your right to use a respective Product and/or Technology subject to these Terms and the Terms and Conditions existing as of the date you are bound by the respective Terms and Terms and Conditions. The license shall stipulate the nature and scope of your right to use a particular Product and/or Technology. For licenses that include access to an update and/or upgrade service, such a license also grants you the right to receive and use updates and/or upgrades during the license term for a respective Product and/or Technology. To be clear, if a license does not include access to an update and/or upgrade service you may only use the version of the Product and/or Technology for which you have paid, for the respective license term.
License Term: means the duration of the license / authorized use. The beginning of the term is determined upon acquisition of the product and / or technology (e.g., via a license file). The license term covers the period for which Tabidus grants you a license for the respective product and the renewal and / or renewal of this period.
Product Lifecycle: Our Products and/or Technologies have a specific product lifecycle (“Product Lifecycle”) that governs the operating system on which a particular Product and/or Technology will be compatible and how long we will support such a Product. A particular Product may be incompatible with an operating system unless identified in the Product Lifecycle or once the support period for such an operating system has expired.
License Grant: The Products and Technologies are protected by international copyright laws, treaties and other laws. We, and our technology partners, own and retain all right, title and interest in and to the Products and/or Technologies, including all copyrights, patents, trade secret rights, trademarks and other intellectual property rights. These Terms and the Terms and Conditions do not transfer to you any title to or in the Products, and you do not acquire any rights to any of the Products and/or Technology except as specified below. Conditioned upon your continued compliance with these Terms and respective Terms and Conditions, we grant you a personal, revocable, limited, non-exclusive, non-transferable license for the Products and/or Technologies for the duration of the license term to activate, use and access the Products and/or Technologies for personal or business purposes as expressly permitted in the respective Product Information Sheet.
The use of a license on multiple devices (“multiple use”) is only permitted if and to the extent that you have legally acquired a corresponding multiple license. The number of devices allowed for multiple use is defined within the issued technology license.
Trial License: A license to use our Products and/or Technologies for trial purposes for a limited period of time (“Trial License”), is provided “as is” and does not include any product support. You may not use a Trial License in a production environment.
Updates and Upgrades: We may provide enhancements, modifications, revisions and/or new versions of a particular Product and/or Technology in form of an update or upgrade (“Update” and “Upgrade” respectively, the classification of which shall occur according to our sole discretion) free of charge or against payment in different frequencies and intervals (each and all an “Update and/or Upgrade Service”). If and when we provide Updates and/or Upgrades, you must download and install such Updates and/or Upgrades in order to obtain maximum benefit from the Product and/or Technology. Moreover, if you do not use the most recent version of the Product and/or Technology, the functionality of the Product and/or Technology may be reduced or impaired in whole or in part. For the purposes of ease-of-use and effective operation of our Products and/or Technologies, you agree that particular Updates and/or Upgrades may be automatically installed with or without user interaction. We will not implement automatic installations which lead to a material change in the features of a Product and/or Technology for which you have purchased a license without your consent.
License Restrictions: The license granted to you is limited. To further clarify what we meant in the section above, you may not use, copy, store, reproduce, transmit, distribute, display, rent, lease, sell, modify, alter, license, sublicense, or commercially exploit the Products and/or Technologies or any component thereof in any manner not expressly permitted by these Terms. In addition, you may not, or cause any third party to do so, (a) modify, translate, decompile, create any derivative work(s) of, copy, distribute, disassemble, broadcast, transmit, publish, remove or alter any proprietary notices or labels or copy protection features from any of our Products and/or Technologies or (b) license, sublicense, transfer, sell, mirror, frame, exploit, rent, lease, private label, grant a security interest in, or otherwise use the Products and/or Technologies in any manner not expressly permitted in these Terms and the Terms and Conditions.
You cannot use any of our Products and/or Technologies in special risk areas that require error-free, permanent operation of relevant systems and in which the failure of a respective Product and/or Technology may result in a direct risk for life, body or health or in substantial damages to property or the environment (high risk and high availability activities, including, but not limited to, the operation of nuclear facilities, weapon systems, aviation navigation or communication systems, life support systems and equipment, machine and production processes of pharmaceuticals and food production). ANY VIOLATION OF THIS PARAGRAPH VOIDS ANY AND ALL WARRANTIES WE PROVIDE AND WE DO NOT WARRANT OR GUARANTEE THAT ANY OF OUR PRODUCTS ARE FIT FOR USE IN SPECIAL RISK AREAS.
Third-party claims: You must notify us without undue delay if a third party asserts claims against you, claiming a respective Product and/or Technology infringed and/or infringes such third party’s intellectual property rights (Rechtsmangel), and any documents or correspondence or other forms you receive associated with such claim must be turned over to us immediately.
Feedback: We welcome your feedback and suggestions about our Products and/or Technologies. By transmitting any suggestions, information, material, or other content (collectively, “Feedback”) to us, you represent that such Feedback does not violate the intellectual property of any third party and that you have all rights necessary to convey, and hereby do convey, to us the right to use such Feedback. In addition, any Feedback received through our Products will be deemed to include a royalty-free, perpetual, irrevocable, transferable, non-exclusive right and license for us to adopt, publish, reproduce, disseminate, transmit, distribute, copy, use, create derivative works, display (in whole or in part) and otherwise fully exploit the Feedback worldwide, or act on such Feedback without additional approval or consideration, in any form, media, or technology now known or later developed for the full term of any rights that may exist in such content, and you hereby waive any claim to the contrary.
5.1. You agree to defend, indemnify and hold Tabidus, its affiliates, subsidiaries, directors, officers, employees, agents, business partners and technology partners (“Tabidus Indemnified Parties”) harmless from any claim or demand, including reasonable attorneys’ fees, made by a third party, relating to or arising from: (a) any of Your Content you upload into one of our Products; (b) your violation of any rights of a third party; (c) your violation of any law or (d) your false, fraudulent, malicious or inaccurate representation of your identity.
5.2. Furthermore, you agree to indemnify the Tabidus Indemnified Parties harmless from any claim or demand, including reasonable attorneys’ fees, made by a third party, relating to or arising from your use of our Products and/or Technologies in violation of these terms.
6. TECHNICAL SUPPORT
With respect to some of our Products, at our sole discretion, we may offer technical support as fully detailed at www.tabidus.com/support/. We provide such technical support without any warranty of any kind. Prior to obtaining such support, it is your responsibility to back up all of your existing data, software and programs. We may cease or suspend offering technical support with respect to a particular Product and/or Technology at any time.
7. MODIFYING OUR PRODUCTS
Tabidus is constantly improving and changing its products. Tabidus may suspend or terminate the offer of a particular product or add or remove features or properties. Tabidus reserves the right to make such modifications without informing you in advance.
Such modifications will be made by Tabidus to enable Tabidus to provide high quality products and product experience. In the event Tabidus’ modification of Products puts you at a disadvantage, you have the right to rescind or terminate this agreement.
If you withdraw from this contract or terminate it, you are obliged to stop using the product at the end of the contract immediately and delete it from your system. If you use a product for which you have paid, you are entitled to reclaim the paid compensation on a pro rata basis from Tabidus.
8. TERM AND TERMINATION OF OUR PRODUCTS
8.1. If you acquire and gain access to a license (“license”) for Tabidus products and / or technologies, you will be granted a license for the relevant product and / or technology for a period of at least one (1) month or more (” License term “). The license term begins with the date specified when the license was purchased.
8.2. If a license term of up to three (3) years has been agreed, the contract shall be valid for three (3) years. After expiration of the license term, there will be NO automatic renewal.
8.3. Once a license ends or expires, your right to use any applicable product, technology, updates or upgrades with immediate effect ceases, and you must delete all installed products (and all product fuses) from the device (s). Tabidus is entitled to demand a written cancellation confirmation from you.
9. WARRANTIES AND DISCLAIMERS
9.1. Defects of the products (“defects of title and title”) shall be treated by Tabidus within the statutory period of limitation (currently 2 years if you are a consumer), starting with the supply of the products, as follows: At the option of Tabidus, the defect will be remedied (” Rectification “) or the delivery of a defect-free product (” replacement delivery “). The repair is usually done by providing an update to the product (“Update or Upgrade”). Tabidus has the right to 2 remedial attempts.
9.2. If defects in the product cannot be remedied within a reasonable period of time or if repair or replacement is deemed failed for reasons other than failure, you have the right either to reduce the fee or, if the defect is not insignificant, to withdraw from the contract.
9.3. All claims for damages or the reimbursement of futile expenses resulting from such defects shall be subject to Section 10.
9.4. Notwithstanding, you are responsible for selecting a product, installing it, and achieving the results you intend to achieve. Tabidus does not warrant that Tabidus products and / or available technologies will protect against all potential hazards, will always operate error-free or uninterrupted, meet your specific needs, or that Tabidus products will be suitable for use in high-risk areas (e.g. nuclear power plants, aircraft, life support devices) are suitable.
9.6. Tabidus reminds you that based on the current state of the art, it is not possible to completely rule out bugs despite the utmost caution and care. You also agree that it is not possible to develop a product that recognizes all viruses and / or malware
10. OUR LIMITATION OF LIABILITY
10.1. Notwithstanding the legal basis of the applicable claim, the following provisions apply to your claims for damages and your claims for reimbursement of futile expenses:
10.2. Tabidus is liable within the bounds of the law indefinitely for all damages a) caused to you due to grossly negligent or intentional behavior Tabidus or caused by the products culpable injury to life, limb and health, b) which have arisen due to non-compliance Tabidus a guarantee or c ) for the Tabidus according to the Product Liability Act. Tabidus is liable for negligently caused damage to property and pecuniary losses attributable to Tabidus only in the event of a breach of a material contractual obligation, but limited in amount to the damages foreseeable at the time of the conclusion of the contract and typical for the contract. Material contractual obligations are only those whose fulfillment enables the proper execution of an agreement and whose fulfillment you can trust.
10.3. Tabidus’ liability for loss of data is limited to the amount of time and effort required to recover that data when backups are made. You have the obligation to carry out regular data backups according to the state of the art.
10.4. Tabidus liability for errors in accordance with § 536 a paragraph 1, sentence 1 BGB, which exist at the time of conclusion of the contract, is hereby expressly excluded.
10.5. The above limitations of liability also apply to all Tabidus representatives, in particular to Tabidus managing directors, legal representatives, employees and other vicarious agents.
11. PROVISIONS FOR ENTREPRENEURS AND RESELLERS
11.1. As an entrepreneur or reseller, you are obliged to investigate the Tabidus products supplied to you within the framework of Section 377 HGB. Any defects found must be reported to Tabidus immediately in writing.
11.2. If you are an entrepreneur and the product has been provided to you indefinitely, your warranty claims for defects in the product will expire one year after the beginning of the statutory limitation period, except in the case of gross negligence or willful misconduct by Tabidus.
11.3. If claims of third parties in relation to Tabidus’ products are made against you by claiming that Tabidus’ products violate the intellectual property rights of third parties, you are required to promptly provide Tabidus with all necessary information, leave Tabidus with sole legal defense and settlement negotiations and power of attorney for defense and to settle comparatively.
11.4. You agree not to indemnify and hold harmless Tabidus and Tabidus Affiliates any and all claims, including reasonable attorney’s fees, incurred by third parties in connection with: (a) Your breach of third party rights; or (b) Your breach of applicable law.
12. FINAL PROVISIONS
12.1. In addition, Tabidus’ terms and conditions govern the rights and obligations of the parties to Tabidus products and technologies. If you do not agree with these terms and conditions or their amendments, you are 1) obliged to notify Tabidus immediately and 2) in case of changes to these terms and conditions entitled to rescind or terminate the contract. In such cases, further use of Tabidus products and technologies is ruled out, you must stop using them and delete the products on all your devices.
12.5. Your use of Tabidus products and the available technologies may be subject to control laws and regulations governing export or re-export. These include, but are not limited to, the Export Administration Regulations (“EAR”), which are administered by the US Department of Commerce, and sanction programs administered by the US Treasury Office of Foreign Asset Control. You will not, directly or indirectly, sell, perform, re-export, transport, redirect, or otherwise dispose of any products and / or technologies without proper authorization from the relevant governmental and regulatory authorities.
12.7. It applies the right of the Federal Republic of Austria with the exception of its conflict of laws provisions for all disputes between you and Tabidus in relation to the products or related to these. The provisions of the United Nations Convention on Contracts for the International Sale of Goods of 11 April 1980 (CISG) are expressly excluded.
12.8. Exclusive jurisdiction from or in connection with these provisions is Vienna in Austria, provided you are an entrepreneur (§ 14 Abs. 1 BGB), a legal entity under public law or private law.