Terms of use

THE PRODUCTS OFFERED BY SCOPEVISIO ARE ADDRESSED TO COMPANIES WHO HAVE THEIR RESIDENCE OR BUSINESS LOCATION IN THE FOLLOWING COUNTRIES (“Contract Territory”):

– Federal Republic of Germany

II. SUBJECT MATTER / SCOPEVISIO’S DUTY TO PERFORM / PREREQUISITES.

1. The SaaS services and services offered by Scopevisio are divided into different service products. In addition, you can choose useful supplements and resources to the SaaS services and services. Scopevisio basically provides you with the SaaS services and other services via the Internet. You are thus given the technical possibility and authorization to use the SaaS services and services hosted on the central servers in accordance with these terms and conditions. For the nature of the SaaS services and services, in addition to the general system requirements, only the services specified in the most current product description in relation to the product selected by you in each case are relevant.

   The SaaS services generally include a user interface (client), encrypted transmission, data processing and encrypted access to your data as well as storage and backup of your data. Scopevisio also takes care of the maintenance and servicing of the hardware and software infrastructure required to use the SaaS services.

   On the Internet presence at www.scopevisio.com, the respective current documentation is available to you exclusively in electronic form, which conclusively describes the SaaS services and services. These also contain more detailed information and provisions on use. The respective current hardware and software usage conditions required by the customer for the use of the SaaS services are also described there. The operation and maintenance of these technical requirements is your sole responsibility – even in the event of further developments of the SaaS services or their infrastructure.

2. Insofar as you use free Scopevisio services or the SaaS services or services selected by you include services/services that go beyond the specifications listed in the product description, this is done free of charge and without any legal claim.

   Insofar as Scopevisio provides free SaaS services or services, these may be discontinued at any time and without notice. Insofar as the discontinuation is of importance to you, you will be informed by Scopevisio at least four weeks in advance. Claims for reduction, reimbursement or damages do not arise from the discontinuation..

3. Scopevisio provides its SaaS services on the basis of complex modern technology. Scopevisio intends to continuously develop the SaaS services at its own discretion in order to provide its users with the greatest possible convenience. You acknowledge and agree that the form and nature of the SaaS services and services provided by Scopevisio may change to a reasonable extent during the term of the Agreement. Reasonableness is given in particular if

   1. the services contain products of other manufacturers and these products are not available to Scopevisio, are no longer available or are only available in a modified form, without this being due to circumstances for which Scopevisio is responsible,
   2. new legal or official requirements make a change necessary,
   3. the agreed services no longer comply with the current state of the art, security regulations or data protection or their operability is no longer guaranteed, or
   4. agreed services are replaced in whole or in part by services of equal or higher value, the agreed target quality remains essentially unchanged and the associated change in performance is reasonable. Scopevisio will notify you of any service changes at least one month before they take effect.

4. The software or client used by you to use the SaaS services and services automatically downloads and installs updates from Scopevisio on a regular basis. These updates are intended to improve, enhance and further develop the Services and may consist of bug fixes/patches, improved features or entirely new versions.

   You agree and acknowledge that it is a condition of Scopevisio’s Services to accept such updates as part of the Services and permit Scopevisio to provide them to you.

5. The interface for the contractually owed SaaS services and services of Scopevisio is the transition point to the Internet of the data center used by Scopevisio. The connection of the customer to the Internet, the maintenance of the network connection as well as the procurement and provision of the hardware and software required on the part of the customer is not subject of this contract.

6. Scopevisio aims to provide permanent system access to its SaaS services, i.e. 24 hours a day, 365 days a year. The hosting operation is designed for more than 99% availability p.a., except for routine, necessary and planned maintenance and repair measures. However, availability at all times is expressly not guaranteed and is not owed. In particular, access may be temporarily restricted for technical reasons, for example due to necessary maintenance and repair work. As far as possible, necessary maintenance and repair work will be announced, in particular routine maintenance and repair work. Unavailability due to maintenance and repair work under this section shall not constitute grounds for a claim for reduction if it does not exceed 24 hours a day, 48 hours a week and 96 hours a month.

7. The options for downloading your customer-specific data upon termination are described in detail in the online help (see under the keyword “Data export” or “Export of tables” or Manual – Import/Export). The data in financial accounting can be exported as a GDPdU-compliant file in IDEA format.

8. Unless expressly mentioned, Scopevisio does not owe any further services. In particular, Scopevisio is not obliged to provide installation, consulting, customization and/or training services or to create and provide individual functions or additional programs.

IV. CONTRACT TERM / TERMINATION / RELEASE OF YOUR DATA / DATA DELETION

1. In the integrated store of the application, you can view the status of your selected products, their costs, duration and termination options at any time.

   Clicking the button “Activate fee-based” in the store starts a paid contractual relationship for an indefinite period of time.

   The period of notice for termination of the contractual relationship is 14 days to the end of a month, unless a different term or period of notice is expressly stated in connection with the product selection.

   During the term of a paid SaaS service, you can generally add and remove additional paid extensions (e.g., additional users), supplementary products or resources (e.g., storage space) to the respective SaaS service at any time.

   A change from free SaaS services to paid products or to a higher product of a category is possible at any time. In this case, any fees already paid that are already included in the newly selected fee-based product will be credited.

2. Section II.2 shall apply to free products.

3. The right to terminate for good cause shall remain unaffected. Good cause shall be deemed to exist in particular if

   – a contracting party breaches material obligations or repeatedly breaches non-material obligations under the contract and fails to remedy the breach within a reasonable period of time even after a warning by the other contracting party; or

   – insolvency proceedings have been instituted or are about to be instituted against the assets of the other contracting party; or

   – you have violated the provisions of these contractual terms and conditions or your conduct indicates with certainty that you are not willing or able to comply with the provisions of the contractual terms and conditions.

4. All notices of termination must be in writing.

5. In the event of termination of the contractual relationship for any reason whatsoever, the contracting parties shall be obliged to wind up the contractual relationship in an orderly manner:

   – More detailed information on the possibilities of data export and its format can be found in the Import/Export manual or in the online help under the keyword “Data export” or “Export of tables”.

   – Scopevisio is entitled to irretrievably delete your data no later than thirty days after termination of the contractual relationship. You will be informed of the irretrievable deletion in advance in text form on the last e-mail address you provided.

   – Scopevisio reserves the right, however, to retain customer data, in particular in the event of default of payment on your part.

   – Compliance with retention periods under commercial and tax law is exclusively your responsibility.

6. Scopevisio points out that after termination of this Agreement, you have no claim that your Customer Data can be reinstated in the then current version of the SaaS Services or Services. In particular, your settings, facilities and master data entries will be lost forever upon termination of the contract.

VIII. DEFAULT / SYSTEM BLOCK

1. If you are in default of payment, Scopevisio must no longer provide the SaaS services and services after warning you by setting a deadline of one week; in particular, it may block access. In this case, you remain obligated to pay the monthly fee.

   Scopevisio reserves the right to assert other claims due to default of payment.

X. DEFECTS / NOTICE OF DEFECTS / EXCLUSION OF WARRANTY

1. Scopevisio warrants that it will perform its Services in a manner consistent with general industry standards, to the extent applicable to the Products, and that the Services will be performed substantially as specified in the Product descriptions for normal use under normal circumstances.

2. If the Services to be provided by Scopevisio under this Agreement are defective, Scopevisio shall, within a reasonable period of time and upon receipt of a notice of defect, either remedy the defect or provide the Services again, at its option. If the defect-free performance fails for reasons for which Scopevisio is responsible within a reasonable period set by you, you may reduce the agreed remuneration by a reasonable amount. The right of reduction is limited to the amount of the remuneration attributable to the defective part of the service.

   If the system availability falls below 99% (see also Section II.6), you may reduce your remuneration in accordance with the shortfall.

   Claims for damages shall be governed exclusively by Section XI.

3. The prerequisite for your warranty claims is that you report errors in the contractual services without delay, stating how and under what circumstances the error occurs, and actively support Scopevisio in troubleshooting to the extent reasonable. If, after checking an error message, it turns out that the error did not occur within Scopevisio’s area of responsibility, Scopevisio may charge you for the costs of checking the error message at the applicable prices. However, this shall not apply if you could not have recognized that the fault did not occur within Scopevisio’s area of responsibility by exercising the necessary care.

4. SCOPEVISIO MAKES NO REPRESENTATION, WARRANTY OR GUARANTEE THAT

   1. YOUR USE OF THE PRODUCTS WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS
   2. YOUR USE OF THE PRODUCTS WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE
   3. STORED DATA WILL BE ACCURATE OR RELIABLE
   4. INFORMATION OBTAINED IN THE COURSE OF PRODUCT USE IS ACCURATE AND RELIABLE
   5. NY DEFECTS OR ERRORS IN THE PRODUCTS OR FUNCTIONALITY OF THE SOFTWARE PROVIDED TO YOU AS PART OF THE PRODUCT ARE CORRECTED

5. UNLESS EXPRESSLY AGREED OTHERWISE, ANY ADVICE OR INFORMATION OBTAINED BY YOU FROM SCOPEVISIO SHALL NOT CREATE ANY WARRANTY CLAIM AGAINST SCOPEVISIO.

6. SCOPEVISIO DOES NOT WARRANT THAT THE PRODUCTS ARE SUITABLE OR AVAILABLE FOR USE IN OTHER LOCATIONS OUTSIDE THE CONTRACT TERRITORY. if you use the products outside the contract territory, you are solely responsible for compliance with all applicable laws, including without limitation the export and import regulations of other countries. REDIRECTION OF THE WEB CONTENT IN VIOLATION OF ANY LAWS IS PROHIBITED.

7. the disclaimers set forth in clauses 4-6 do not affect your statutory rights, to which you are entitled in any case and which are not subject to modification or cancellation by contract.

XI. LIABILITY

1. Unless otherwise provided for in this Agreement, Scopevisio, its legal representatives or vicarious agents shall be exclusively and conclusively liable as follows, irrespective of the legal grounds:

   1. Any strict liability of Scopevisio for defects already existing at the time of conclusion of the contract is excluded.
   2. Scopevisio shall be liable for damages caused intentionally and by gross negligence, claims under the Product Liability Act and in the event of injury to life, body or health in accordance with the statutory provisions.
   3. Scopevisio shall only be liable for damage caused by simple negligence on the part of Scopevisio or its vicarious agents if a material contractual obligation has been breached or in the event of default or impossibility.
   4. In the cases of Section XI.1. c)Scopevisio’s liability per damaging event is limited to a maximum amount of your annual remuneration at the time of the damaging event.

2. Scopevisio will use state-of-the-art virus scanners and firewalls in order to prevent or stop unauthorized access to your data and the transmission of harmful data, in particular viruses.

   You acknowledge that complete protection against harmful data is not possible, as viruses, worms, Trojans, spam and other security risks are constantly being newly or further developed. Scopevisio points out that even the security products used by Scopevisio cannot provide 100% protection against harmful content. Scopevisio therefore assumes no liability and warranty for the security of a SaaS service against corresponding threats, insofar as Scopevisio has fulfilled its above obligations.

   If a threat cannot be eliminated by other means in a technically and economically reasonable and promising manner, Scopevisio is entitled to delete data from you that contains damaging content. Scopevisio will inform you of this.

3. Scopevisio points out that according to the state of the art it is hardly possible or only possible with disproportionate and uneconomical effort to develop software in such a way that it works error-free in all applications and combinations. Therefore, Scopevisio assumes no liability for the flawlessness of its products. In particular, Scopevisio does not warrant that its products will interoperate with third-party programs unless expressly provided for in the product description.

4. Scopevisio shall not be liable for indirect damage, consequential damage or loss of profit.

5. Any further claims by you other than those specified in this agreement, irrespective of their legal basis, are excluded.

6. The Website and Products may contain hyperlinks to other websites, content or sources. Scopevisio has no influence on websites or sources provided by third parties. For illegal, incorrect or incomplete content and especially for damages resulting from the use or non-use of such information, only the provider of the site to which reference was made is liable, not the one who merely refers to the respective publication via links. Scopevisio is not responsible for any contents linked or referred to from his pages – unless Scopevisio has full knowledge of illegal contents and would be able to prevent the visitors of his site from viewing those pages.

XIII. FORCE MAJEURE

1. Events of force majeure that make performance substantially more difficult or temporarily impossible shall entitle either party to postpone performance for the duration of the impediment and a reasonable start-up period.

2. Industrial disputes and similar circumstances shall be deemed equivalent to force majeure insofar as they are unforeseeable, serious and not the fault of either party: Official orders, the failure of communication networks or gateways of other operators as well as disruptions in the area of other telecommunication or service providers shall also be deemed comparable events. The parties shall notify each other of such circumstances without delay.

3. Liability due to force majeure, in particular for strikes, riots, fire, floods, terror and other natural disasters as well as circumstances for which the parties are not responsible, such as power failures and interruption or destruction of data-carrying lines and circumstances of the previous item 2 shall be excluded.

4. A refund of fees in the event of service failures due to a disruption outside Scopevisio’s area of responsibility is excluded.

XV. DATA PROTECTION

1. Both contractual partners shall comply with the applicable data protection regulations, in particular those valid in Germany, and shall oblige their employees deployed in connection with the contract to maintain confidentiality in accordance with the EU Data Protection Regulation (DSGVO). Other statutory and professional secrecy and confidentiality obligations shall remain unaffected.

2. If the Customer collects, processes or uses personal data itself or through Scopevisio within the meaning of Art. Article 4 No. 1 DSGVO, he shall be liable as the person responsible within the meaning of Article 4 No. 7 DSGVO that he is entitled to do so in accordance with the applicable provisions, in particular those of data protection law, and shall indemnify the Provider against third party claims in the event of a breach.

   If the data to be processed is personal data, Scopevisio is a processor within the meaning of Article 4 number 8 DSGVO. Scopevisio as a processor is obliged to comply with instructions of the customer. These instructions must be communicated in writing in due time. The Customer has the option to conclude an agreement on commissioned processing in accordance with Article 28 DSGVO. The corresponding annex shall be supplemented by the technical and organizational measures (TOM) taken and the lists of the subcontractors used by Scopevisio.

3. In the relationship with Scopevisio, you as the customer remain the sole party authorized to dispose of and own all customer-specific data (input/output data, processed data, stored data).

   Not Scopevisio, but you alone are responsible for the correctness, accuracy, quality, integrity, legality, reliability, suitability and in connection with all data submitted to Scopevisio. Scopevisio shall not be liable for any deletion, correction, destruction, damage, loss or failure to store your data for which you are responsible. Scopevisio does not carry out any control of the data and content stored by you. Scopevisio is only entitled to process your data according to your instructions and within the scope of the execution of the contract.

4. n principle, you are not entitled to demand access to Scopevisio’s premises and data center. An exception to this is your right of control according to Article 28 (3) h DSGVO. In the course of this legal regulation, the responsible party, or an auditor commissioned by it, may be granted access after prior notification in order to check compliance with the technical and organizational measures taken as well as the other agreements within the scope of the commissioned processing.

5. Further information on Scopevisio’s handling of personal data can be found in the Scopevisio AG privacy policy. If you have additional questions, you can contact our data protection officer at datenschutz@scopevisio.com.

XVI. TRADEMARKS, LOGOS

1. Unless otherwise agreed with Scopevisio, the Terms of Agreement do not give you the right to use Scopevisio’s trade names, trademarks, service marks, logos, domain names and other distinctive Scopevisio marks. You agree not to remove, obscure or alter any proprietary rights notices (including copyright and trademark notices), if any, affixed to or contained in the Products.

XVII. EXPORT CONTROLS

1. Scopevisio’s Internet site provides services and uses software and technology that may be subject to U.S. export controls imposed by the U.S. Department of Commerce, the U.S. Treasury Department’s Office of Foreign Asstes control and other U.S. agencies, as well as Swiss and European Union (EU) export control regulations. You acknowledge that the Site may not be transferred or otherwise exported or re-exported to any country to which the U.S., Switzerland and/or EU have embargoed goods, or to any national or resident of such country or to any person or entity listed on the U.S. Treasury Department’s Specially Designated National List or the U.S. Commerce Department’s Table of Denial Oders. The lists of embargoed countries and designated persons are subject to change without notice. By using the products offered by Scopevisio, you warrant that your location is not in an embargoed country and that you are not under the control of an embargoed country or a national or resident of an embargoed country or a designated person. You agree to strictly comply with all U.S., Swiss and EU export laws and assume sole responsibility for obtaining any required licenses for exports or re-exports.

2. Scopevisio’s products may use encryption technology subject to licensing requirements under the U.S. Export Administration Regulations, 15 C.F.R. Parts 730-774 and Council Regulation (EC) No. 1334/2000.