IMPORTANT! BE SURE TO CAREFULLY READ AND UNDERSTAND ALL OF THE RIGHTS AND RESTRICTIONS SET FORTH IN THIS END USER LICENSE AGREEMENT (“EULA”“EULA”). YOU ARE NOT AUTHORIZED TO USE THIS SOFTWARE UNLESS AND UNTIL YOU ACCEPT THE TERMS OF THIS EULA.
Preamble
This Customer Agreement (‘‘Agreement’’) is a legal agreement between You (either an individual or a single legal entity) whose details are provided to us upon Purchase (defined below) (‘‘Licensee’’ or ‘‘You’’) and Actonic GmbH, an der Schelmenhalde 35, 71665 Vaihingen an der Enz, Germany (‘‘Licensor’’) to use the Software. This Agreement applies from the date when You receive the Software from a Reseller or Licensor (‘‘Purchase’’). You agree to be bound by the terms of this Agreement by installing, copying, downloading or otherwise using the Software. If You do not agree to the terms of this Agreement, You may not install, copy, download or otherwise use the Software. For the Evaluation Period free of charge the provisions in Appendix A shall apply.
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Software: Our standard software purchased by You. Its main technical features are described at https://actonic.atlassian.net/wiki/spaces/PROD/overview under Documentation.
2. Obligations of the Licensor
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4.1 This Agreement commences with Licensees Purchase of the Software and runs for a fixed term according to Licensees Purchase. During this fixed term it cannot be terminated for convenience and after the fixed term it will automatically expire.
4.2 The rights granted to the Licensee pursuant to sec. 3 shall not pass to the Licensee until full payment has been received.
4.3 The Licensor is entitled to terminate the rights pursuant to sec. 3 for cause if the Licensor cannot reasonably be expected to adhere to this Customer Agreement, in particular, if the Licensee is in default with its payment of the License fee or if the Licensee significantly violates the provisions of this Customer Agreement.
4.4 Termination pursuant to sec. 6.2 shall always be threatened with specification of the grounds and the grant of a reasonable period for rectification (normally at least two (2) weeks), and may only be declared within two (2) months after the set period ends. No period for rectification has to be granted if the Licensor cannot be reasonably expected to do so.
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7.1 You will be able to use a Software that works as advertised in the platform and described in detail in the Documentation, available at https://actonic.atlassian.net/wiki/spaces/PROD/overview.
7.2 We do not warrant that the Software is suitable for a certain purpose of use, unless it is stated explicitly in the Documentation mentioned before.
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7.7 We deliver product support under support@actonic.atlassian.net or under https://actonic.atlassian.net/servicedesk/customer/portals
8. No Warranties
8.1 The Application is provided to You “AS IS” and “AS AVAILABLE” and with all faults and defects without warranty of any kind. To the maximum extent permitted under applicable law, the Licensor, on its own behalf and on behalf of its affiliates and its and their respective licensors and service providers, expressly disclaims all warranties, whether express, implied, statutory or otherwise, with respect to the Application, including all implied warranties of merchantability, fitness for a particular purpose, title and non-infringement, and warranties that may arise out of course of dealing, course of performance, usage or trade practice. Without limitation to the foregoing, the Licensor provides no warranty or undertaking, and makes no representation of any kind that the Application will meet Your requirements, achieve any intended results, be compatible or work with any other software, applications, systems or services, operate without interruption, meet any performance or reliability standards or be error free or that any errors or defects can or will be corrected.
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9.1.6 Irrespective of the amount, the limitations of liability also apply to damage attributable to serious failure by our management to provide proper organizational channels.
9.2 The Licensor shall be at liberty to raise the defence of contributory negligence. In particular, Licensee is responsible for backing up his data regularly. In case of data loss which is Licensor fault Licensor will therefore be liable solely for the costs of duplicating the data from the back-up copies to be created by You and for the recovery of data which would have also been lost if the data had been backed up properly.
9.3 Claims due to defects of quality and/or title shall regularly become statute-barred within 12 months after delivery.
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10.3 We may use Your contact data (name, email address) for sending You emails with information regarding the Software during an active license or evaluation term and a period of 6 months after its end. You can deny this right at the time of the conclusion of this Agreement as well as at any time afterward by submitting a request via email to to support@actonic.de, requesting the type of information You do not want to receive any more.
10.4 We may name You as a referential customer as of conclusion of this Agreement. You can deny this right at the time of the conclusion of this Agreement as well as at any time afterward by submitting a request via email to to support@actonic.de, requesting the references to be deleted. Upon receipt of such request, We will remove any reference to You within 30 days and make no further reference to You.
10.5 The information You provide will be used by Us to provide support services, to promote our services and to fulfill legal obligations (e.g. accounting). Information about You will not be shared with third parties. We will hold the personal data You provided to us for 3 years after the expiration of an active license, for 1 year after the expiration of an evaluation license. You have a right to access Your personal information, to object to the processing of Your personal information, to rectify, to erase, to restrict, to port Your personal information and to apply to a data protection authority. Any requests or objections regarding data protection issues You may direct to our data protection officer, whom You may contact for instance under gdpr@actonic.de.
11. Choice of Law and Venue, Final Provisions
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