1. Description of the Hi.BRAIN Platform
1.1 Hi.BRAIN Platform is an application aiming to improve the management, cultivation and maintenance of our mental well-being (the “Hi.BRAIN Platform”). You can use the Hi.BRAIN Platform to explore a 6-week challenge on brainhygiene and eventually obtain tips and tricks to be applied on the work floor and at home.
2.3 We reserve the right at any time, and from time to time, with or without cause to:
- change the Hi.BRAIN Platform, including eliminating or discontinuing, temporarily or permanently any service or other feature of the Hi.BRAIN Platform without any liability against the User or any third parties; or
- deny or terminate, in part, temporarily or permanently, your use of and/or access to the Hi.BRAIN Platform as set forth herein.
Any such amendments or changes made will be effective immediately upon us making such changes available in the Hi.BRAIN Platform or otherwise providing notice thereof. You agree that your continued use of the Hi.BRAIN Platform after such changes constitutes your acceptance of such changes.
3. Use of the Hi.BRAIN Platform
3.1 To use the Hi.BRAIN Platform, your mobile device requires a WIFI or mobile internet connection. The access to such WIFI or mobile internet connection is your sole responsibility. Please make sure that your mobile device meets the minimum system requirements. If your mobile device does not meet these minimum system requirements, we cannot ensure that the Hi.BRAIN Platform will function properly. The Company will not be liable for any loss or damage arising from your failure to comply with the above requirements.
3.2 You shall be solely responsible for maintaining the confidentiality and security of your Account login information such as your password and shall be fully responsible for all activities that occur under your Account. You agree to immediately notify any unauthorized use, or suspected unauthorized use of your account or any other breach of security. The Company will not be liable for any loss or damage arising from your failure to comply with the above requirements.
3.3 During the Term, the Company may, in its sole discretion, provide you with certain updates of the Hi.BRAIN Platform. For the avoidance of doubt, the Company is not obligated to provide any updates of the Hi.BRAIN Platform.
4. License - restrictions
advertisements or spam; (vii) impersonate any person or entity, or otherwise misrepresent your affiliation with a person or entity; (viii) use any high volume automatic, electronic or manual process to access, search or harvest information from the Hi.BRAIN Platform (including without limitation robots, spiders or scripts); (ix) alter, remove, or obscure any copyright notice, digital watermarks, proprietary legends or other notice included in the Hi.BRAIN Platform; (x) intentionally distribute any worms, Trojan horses, corrupted files, or other items of a destructive or deceptive nature or use the Hi.BRAIN Platform for any unlawful, invasive, infringing, defamatory or fraudulent purpose; or (x) remove or in any manner circumvent any technical or other protective measures in the Hi.BRAIN Platform.
Except as expressly set forth herein, no express or implied license or right of any kind is granted to you regarding the Hi.BRAIN Platform thereof, including but not limited to any right to obtain possession of any source code, data or other technical material relating to the Hi.BRAIN Platform.
5.1 As between the User and the Company, the Hi.BRAIN Platform and all Intellectual Property Rights pertaining thereto, are the exclusive property of the Company and/or its licensors.
5.2 All rights, titles and interests in and to the Hi.BRAIN Platform or any part thereof not expressly granted to the User in this Agreement are reserved by the Company and its licensors.
6. Suspension for breach
In case you need technical support, you can contact us on the following e-mail address firstname.lastname@example.org.
8.1 To the maximum extent permitted under applicable law, the Company shall only be liable for personal injury or any damages resulting from (i) its gross negligence; (ii) its willful misconduct or (iii) any fraud committed by the Company.
9. Warranties and disclaimers
9.1 By the Company. Except as expressly provided in this section 9 and to the maximum extent permitted by applicable law, the Hi.BRAIN Platform is provided “AS IS,” and the Company makes no (and hereby disclaims all) other warranties, covenants or representations, or conditions, whether written, oral, express or implied including, without limitation, any implied warranties of satisfactory quality, course of dealing, trade usage or practice, merchantability, suitability, availability, title, non-infringement, or fitness for a particular use or purpose, with respect to the use, misuse, or inability to use the Hi.BRAIN Platform or any other products or services provided to the User by the Company. The Company does not warrant that all errors can be corrected, or that access to or operation of the Hi.BRAIN Platform shall be uninterrupted, secure, or error-free. The User acknowledges and agrees that there are risks inherent to transmitting information over and storing
information on the internet and that the Company is not responsible and cannot be held liable for any losses of your data, including but not limited to the User Content.
9.2 By User. You represent and warrant to the Company that (a) you have the authority to enter into this binding agreement personally and (b) any User Content provided by you is accurate and truthful and shall not (i) infringe any Intellectual Property Rights of third parties; (ii) misappropriate any trade secret; (iii) be deceptive, defamatory, obscene, pornographic or unlawful; (iv) contain any viruses, worms or other malicious computer programming codes intended to damage Company’s system or data; or (v) otherwise violate the rights of a third party. The User acknowledges and agrees that the Company is not obligated to back up any User Content. You agree that any use of the Hi.BRAIN Platform contrary to or in violation of these representations and warranties shall constitute unauthorized and improper use of the Hi.BRAIN Platform for which the Company cannot be held liable.
10.1 By the Company. The Company shall defend and indemnify you as specified herein against any founded and well-substantiated claims brought by third parties to the extent such claim is based on an infringement of the Intellectual Property Rights of such third party by the Hi.BRAIN Platform and excluding any claims resulting from (i) your unauthorized use of the Hi.BRAIN Platform , (ii) your or any third party’s modification of any of the Hi.BRAIN Platform, (iii) your failure to use the most recent version of the Hi.BRAIN Platform made available to you, or your failure to install any corrections or updates to such Hi.BRAIN Platform issued by the Company, if the Company indicated that such update or correction was required to prevent a potential infringement, or (iv) your use of the Hi.BRAIN Platform in combination with any non-Company products or services.
Such indemnity obligation shall be conditional upon the following: (i) the Company is given prompt written notice of any such claim; (ii) the Company is granted sole control of the defense and settlement of such a claim; (iii) upon the Company’s request, the User fully cooperates with the Company in the defense and settlement of such a claim, at the Company’s expense; and (iv) the User makes no admission as to the Company’s liability in respect of such a claim, nor does the User agree to any settlement in respect of such a claim without the Company’s prior written consent. Provided these conditions are met, the Company shall indemnify the User for all damages and costs incurred by the User as a result of such a claim, up to an amount equal to the Fees paid by the Company for you during the previous month.
The foregoing states the entire liability and obligation of the Company and the sole remedy of the User with respect to any infringement or alleged infringement of any Intellectual Property Rights caused by the Hi.BRAIN Platform or any part thereof.
11. Privacy statement
The Company recognizes and understands the importance of your privacy and wants to respect your desire to store and access personal information in a private and secure environment. Please note that the Company has to be considered as the “Data Processor” and your Employer or Supplier as the “Data Controller” for the processing of any Personal Data via the Hi.BRAIN Platform or any part thereof. Please note that the Company shall only process any Personal Data relating to you on the documented instructions from the Data Controller and takes appropriate technical and organizational measures against any unauthorized or unlawful processing of your Personal Data or its accidental loss, destruction or any unauthorized access thereto. In the event you as User request from the Company a copy, correction, deletion of the Personal Data or you want to restrict or object to the processing activities, the Company shall inform the Employer or Supplier of such request within two
(2) calendar days. The Company shall, as Data Processor, provide the Employer or Supplier with full details of such request, objection or restriction of the User, together with a copy of the Personal Data held by the Company. Furthermore, the Company shall promptly direct you as user to the Employer or Supplier, who will deal with the request in accordance with the applicable data protection legislation.
We shall not use your Personal Data for any other purpose than instructed by the Data Controller and allowing you to make use of the features of the Hi.BRAIN Platform.
12. Term and termination
sections specifically designated in section 13.6.
13.5 Notices. All notices from the Company intended for receipt by you shall be deemed delivered and effective when sent to the email address provided by you on your account. If you change this email address, you must update your email address on your personal settings page.
“Account” means your account for the Hi.BRAIN Platform which shall be provided to you following your subscription;
“Agreement” means the agreement concluded between the Company and your Employer or Supplier relating to the use of the Hi.BRAIN Platform;
“Data Controller” means the physical or legal person, which, alone or jointly with others, determines the purposes and means of the processing of Personal Data;
“Data Processor” means the physical or legal person which processes Personal Data on behalf of the Data Controller;
“Employer” shall mean your employer who has provided you with your Account details and has entered into the Agreement;
“Fees” means the fees to be paid to the Company for the use of the Hi.BRAIN Platform as set out in the Agreement;
“Intellectual Property Rights” means any and all now known or hereafter existing (a) rights associated with works of authorship, including copyrights, mask work rights, and moral rights; (b) trademark or service mark rights; (c) trade secret rights, know-how; (d) patents, patent rights, and industrial property rights; (e) layout design rights, design rights, (f) trade and business names, domain names, database rights, rental rights and any other industrial or intellectual proprietary rights or similar right (whether registered or unregistered); (g) all registrations, applications for registration, renewals, extensions, divisions, improvements or reissues relating to any of these rights and the right to apply for, maintain and enforce any of the preceding items, in each case in any jurisdiction throughout the world;
“Personal Data” shall mean any information relating to an identified or identifiable natural person; an identifiable natural person is one who can be identified, directly or indirectly, in particular by reference to an identifier such as a name, an identification number, location data, an online identifier or to one or more factors specific to the physical, physiological, genetic, mental, economic, cultural or social identity of that natural person;
“User Content” means all feedback, information data or answers provided by the User via the Hi.BRAIN Platform;
“Supplier” shall mean the supplier who has given you a voucher or other form of permission to use the Hi.BRAIN Platform; and
“Term” means the period as agreed upon between the Company and the Employer or Supplier in the Agreement.
Last revision: October 2018.
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