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General Terms and Conditions of Amberg Loglay AG for MOVEit. APP
Amberg Loglay AG | Räffelstrasse 25 in 8045
Zürich, Schweiz | Tel.: +41 44 466 55 88 |
Value Added Tax-ID: CHE-403.152.660 | Company Number: CH-020.3.042.728-0
Management: Yvette M.
Körber, Dr. Sven-Erik Jacobsen | Board of Directors: Susan Amberg, Felix B. Amberg, Dr. Sven-Erik Jacobsen, Yvette M. Körber
Email: support@ambergloglay.com
Please read the
General Terms and Conditions (GTC) carefully. By selecting these as read and
accepted in the registration process, you accept these general terms and
conditions.
1)
Subject of the Contract
With the software application
(APP) MOVEit., Amberg Loglay AG («AMLOG») offers an inventory
system for Roche employees, service
providers as well as building owners and actors appointed by building owners in
the MOVE project environment. Registered users can exchange data and extract
information. AMLOG and the MOVEit APP are neither party nor broker of the underlying
data, but merely provide the users with the necessary infrastructure in the
form of software. The MOVEit APP consists of an application for mobile devices.
2)
Users, Registration and Data Protection
a) Registration
i)
All users who use
AMLOG`s MOVEit. APP must
register for this. The contract between AMLOG and the user on the use of MOVEit. becomes effective after registration and acceptance of the
GTC.
ii)
All information
required for registration must be provided completely and truthfully by the
user. The users are obliged to inform AMLOG immediately of any changes to the
data provided or to correct them in the MOVEit. APP.
iii)
AMLOG reserves the
right, at its own discretion or on behalf of the client, to refuse the registration
or to delete it if incorrect data is provided or if it is misused. There is no
entitlement to registration.
b) Identification
and Security
i)
Each user provides
a valid email address and a password for personal identification when
registering. After activation, the user can log in with his email address and
password.
ii) The user undertakes to ensure that his
password and the data available in MOVEit. APP are
protected from unauthorized access by third parties. If the user becomes aware
of a breach of the security of information stored in the MOVEit. APP, such as of theft or unauthorized use
of the user's access data or the disclosure of company data, or if he considers
such incidents to be possible, he must notify AMLOG immediately. The user
undertakes not to give third parties access to the MOVEit. APP and not to pass on confidential data
such as user ID, password and all companies data contained in the underlying
database.
c) Copyright
Rights to the Software and New Releases
i)
AMLOG operates the MOVEit. APP and provides users with the necessary access. AMLOG only
grants the user the following rights of exploitation to the MOVEit. APP and the
associated documentation and written works. All rights to the products and data
of the user, which are set in the MOVEit.
APP, remain with the original holder of the
rights, unless they are granted by these GTC or must be granted for the
implementation of the jointly intended contractual purpose.
ii)
AMLOG can introduce
new releases of the software and make them available to users. AMLOG is
entitled to change releases on an ongoing basis in order to
be able to offer continuously updated developments. The user is not entitled to
further developments.
iii)
All material made
available on the MOVEit. APP, in particular information, documents,
products, brands, logos, graphics, sounds, graphical user interfaces, software
and services originate either from AMLOG or an author, developer or other
actors working for AMLOG. AMLOG and/ or the respective third-party supplier are
entitled to the underlying intangible property rights. The components of the MOVEit. APP may not be
copied or imitated in whole or in part. The customer may not decompile or
extract the source code of the underlying elements or any other software in the MOVEit. APP.
iv)
AMLOG and MOVEit. APP are registered trademarks.
d) Data
Protection and Confidentiality
i) AMLOG undertakes to comply with the provisions of
Swiss data protection legislation along the provisions of GDPR. The user agrees
that AMLOG may process the personal data made available to it in order to fulfil its contractual and legal obligations and
pass it on to third parties (including subcontractors). These third parties can
also be domiciled abroad. AMLOG uses appropriate measures to protect personal
data and treats them confidentially. If and to the extent that the General Data
Protection Regulation (GDPR) applies to contractual services, the related
processing of personal data is carried out in accordance with the requirements
of the GDPR, in particular Art. 28 GDPR.
ii)
AMLOG is entitled to enter transaction data in statistics and to use this
both internally and externally. The external use and presentation of the data
takes place exclusively in aggregated and anonymous form and complies with the
applicable data protection regulations.
iii)
The parties treat as confidential all facts and information that are
neither obvious nor generally accessible. In case of doubt, facts and
information are to be treated confidentially. The parties undertake to take all
economically reasonable as well as technically and organizationally possible
precautions so that confidential facts and information, in particular personal
data, are effectively protected against unauthorized access and knowledge.
There is no breach of confidentiality when passing on confidential facts and
information, in particular personal data, by AMLOG within its own group or to
third parties (including subcontractors). The parties transfer to their
employees and other auxiliary persons (including subcontractors) the
obligations arising from this section.
iv) If the customer uses the MOVEit. APP the web servers register usage data. The log files provide
information about the IP address, the last page visited, the date, time and the requested file.
e) Contract
Term
i)
AMLOG adheres to
individual, project-specific termination conditions.
ii) The user undertakes to treat all information
known to him through the MOVEit. APP as
strictly confidential and not to pass it on, even after the termination of the
user agreement.
3)
Electronic Data Exchange
i)
Each party is
entitled to create, transmit and exchange declarations and notifications
electronically (electronic data exchange), provided that the transmitting party
can be identified. The transmitting party bears the risk of the loss and
correctness of the transmitted data.
ii)
Each party is
obliged to take the usual security and control measures to protect the
electronic data exchange from access by third parties and to prevent the
alteration, loss or destruction of electronically
transmitted data.
iii)
For the receipt of
information, explanations and inquiries for the
execution of the contract, each party appoints one or more contact persons and
gives names and contact addresses to the other party. If a party does not
designate a contact person, the person who has concluded the contract for the
party or who has completed the registration for the MOVEit. APP is deemed to be the contact person.
iv) Documents created electronically or digitally are
equivalent to written documents.
4)
Business Transaction
a) Service
Description MOVEit. APP
i)
AMLOG provides the APP
for information, data and identifying equipment in the pred move project.
ii) The service description follows the most
recent process description and the associated documentation.
b) Attribution
of Declarations, Information and Action to MOVEit. APP
i)
AMLOG does not act
as a messenger of information, declarations of intent or other legally relevant
statements for users and service providers and does not enter
into a contractual relationship between the two.
ii)
The fulfilment risk
as well as claims from contractual and non-contractual relationships between
the users lie solely with the users. AMLOG does not guarantee that the user
will be served in accordance with the offers. AMLOG also does not check whether
the information provided is correct, legally effective
and permissible.
5)
Compensation
Registration for the MOVEit. APP and use are free of charge for the user. Individually
agreed remuneration agreements remain unaffected.
6)
Links and Information
The MOVEit. APP may contain links to other websites and other content.
AMLOG is not responsible for the accessibility, availability, content, advertising or the products of these external sites.
7)
System Security, Availability
i) All
users undertake not to manipulate the
MOVEit. APP and the functionalities contained therein and
not to post any material or data that damage or steal other computer programs,
computer systems, data or information or the infrastructure of the MOVEit.
APP or
load other users with large volumes of data that are not necessary for
business.
ii) Information
given to users by the MOVEit. APP may only be passed on to third parties with
prior written consent. Information that can be viewed on the MOVEit.
APP without a user ID and password is not
affected by this rule.
8)
Behaviour of Users
i)
The users undertake
to observe and apply all applicable local, national
and international laws, ordinances and provisions that are relevant in
connection with the use of the MOVEit.
APP.
ii)
The collection of
information and data about other users is prohibited. The users also
acknowledge that the MOVEit. APP are not intended and may not be used to
facilitate illegal agreements between competitors.
9)
Liability
i)
AMLOG is not liable
for acts or omissions of the users of the MOVEit. APP unless liability
is legally stipulated.
ii)
AMLOG is not liable
for any legal reason whatsoever (e.g. negligence,
default, warranty, breach of ancillary obligations, tort), not for damage
caused to the user through the use of the MOVEit. APP, unless these
damages are due wilful intent or gross negligence on the part of the MOVEit. APP, their legal representatives or their vicarious agents are to be traced
back and only insofar as the liability cannot be limited by law, such as for
product liability and personal injury.
iii)
AMLOG is only
liable for slight negligence if an obligation is violated, compliance with
which is essential for achieving the purpose of the contract.
iv)
The user is aware
that AMLOG has not created the transmitted data, information
and declarations. AMLOG is therefore not liable for the data, information and
declarations transmitted via the MOVEit.
APP, neither for their
completeness, correctness or topicality, nor for the
fact that they are free from copyrights or other rights of third parties.
10)
Warranty
i)
AMLOG endeavours to
provide users with constant availability of the MOVEit. APP and the integrated
data. However, AMLOG does not guarantee continuous, uninterrupted, fast, secure and error-free availability. Preventive risk
protection remains the responsibility of the user.
ii)
Obstacles to
performance that are not attributable to the area of risk of a
contracting party release the contracting parties from their performance
obligations for the duration of the disruption and the extent of its effect.
Strikes and lockouts, acts of violence, civil unrest, acts of war or terrorism,
official measures and other unforeseeable, unavoidable
and serious events are deemed to be impediments to performance. In the event of
an exemption, each contracting party is obliged to inform the other parties
immediately and to keep the effects for the other contracting parties as low as
possible within the framework of what is reasonable.
iii)
AMLOG reserves the
right to interrupt the availability of the MOVEit. APP for maintenance
work. With the exception of emergencies, this work is
carried out outside of normal business hours by industrial companies or
construction sites.
iv) AMLOG gives no guarantee for the results from the
use of the MOVEit. APP, their correctness, quality, identity and
reliability of the users, the content or any information obtained via the APP.
Errors in the content of the data are not corrected by the system.
v)
The users
themselves are responsible for any loss of data or damage to their systems
resulting from the downloading of unchecked or damaged data or the use of
material and data via the MOVEit. APP.
11)
Declaration
All legally relevant
declarations made by users to AMLOG must be received in writing by email or
post. Legally relevant declarations from AMLOG will be sent to the email
address or postal address given during registration. Emails from AMLOG to users
are deemed to have been received if they have not been returned as invalid or
undeliverable within 48 hours of being sent.
12)
Changes in the GTC/ other GTC
i)
AMLOG will inform
users of changes to the GTC by letter, email or
another secure digital communication technology 14 days before they take
effect. With the first action after notification and the changes take effect,
the user declares his consent and accepts the then valid version of the GTC.
ii)
If the user does
not agree to the change in the terms and conditions, he has the right to
extraordinary termination at the time the changed contractual conditions come
into effect. The notice of termination must be received by AMLOG by this point
in time at the latest.
iii)
The GTC of AMLOG
apply exclusively. AMLOG does not recognize any conflicting or deviating
conditions of users unless AMLOG has expressly agreed to their validity in
writing.
13)
Place of Jurisdiction and Applicable Law
i)
The place of
jurisdiction for all legal disputes is Zurich, Switzerland. AMLOG reserves the
right to sue at the user's general place of jurisdiction.
ii)
Swiss law applies
exclusively.
14)
Severability
Should individual
provisions be or become wholly or partially ineffective, this shall not affect
the validity of the remaining provisions. Ineffective contractual provisions
are to be replaced by the parties with lawful provisions that come closest to
the economic purpose of the ineffective provision. The same applies to
loopholes.
Status: October 2022, Amberg Loglay AG