TERMS AND CONDITIONS

Customer agrees that except as provided by these terms and conditions, Customer is responsible for its secure use of the Services, including securing its account authentication credentials, protecting the security of User Data when in transit to and from the Services and taking any appropriate steps to securely encrypt or backup any Customer Data uploaded to the Services.

Customer will

• be responsible for Users’ compliance with this Agreement, Documentation and Order Forms,
• be responsible for the accuracy, quality and legality of Customer Data, the means by which Customer acquired Customer Data and Customer’s use of User Data with the Services,
• use commercially reasonable efforts to prevent unauthorized access to or use of Services and Content, and notify Awtomated promptly of any such unauthorized access or use,
• use Services and Content only in accordance with this Agreement, Documentation, the Acceptable Use Policy , Order Forms and applicable laws and government regulations, and
• obtain and maintain all equipment and components necessary for Customer’s use of the Service.

Customer shall be solely responsible for its acts and omissions and for those acts or omissions of its Authorized Users while performing any of the services to be provided under these terms and conditions.

Customer shall be solely responsible and liable for all probationary and termination actions taken by it, as well as for the formulation, content and dissemination (including content) of all tool policies and rules applicable to its Authorized Users.

AUTHORIZED USERS AND USE POLICY

Each Authorized User must be a person and may only use the Service on behalf of the Customer. They may be an independent contractor or a service provider for the Customer. Customer will at all times be responsible and liable for all actions or omissions of

• any Authorized User or
• (ii) under an Authorized User’s account, whether such action or omission was by an Authorized User or by another party, and whether or not such action or omission was authorized by an Authorized User.

CUSTOMER ACKNOWLEDGES AND AGREES THAT AWTOMATED HAS NO OBLIGATION TO MONITOR OR POLICE COMMUNICATIONS OR DATA TRANSMITTED THROUGH THE SITE OR SERVICES AND THAT AWTOMATED SHALL NOT BE RESPONSIBLE FOR THE CONTENT OF ANY SUCH COMMUNICATIONS OR TRANSMISSIONS. CUSTOMER AND ITS AUTHORIZED USERS SHALL USE THE SITE OR SERVICES EXCLUSIVELY FOR AUTHORIZED AND LEGAL PURPOSES, CONSISTENT WITH ALL APPLICABLE LAWS, REGULATIONS AND THE RIGHTS OF OTHERS. CUSTOMER AND ITS AUTHORIZED USERS SHALL NOT USE THE SITE OR SERVICES TO TRANSMIT ANY BULK UNSOLICITED COMMERCIAL COMMUNICATIONS. CUSTOMER SHALL KEEP CONFIDENTIAL AND NOT DISCLOSE TO ANY THIRD PARTIES ANY USER IDENTIFICATIONS, ACCOUNT NUMBERS AND ACCOUNT PROFILES.

INTELLECTUAL PROPERTY RIGHTS

Unless otherwise provided, the Site is our proprietary property and all source code, databases, functionality, software, website designs, audio, video, text, photographs, and graphics on the Site (collectively, the “Content”) and the trademarks, service marks, and logos contained therein (the “Marks”) are owned or controlled by us or licensed to us, and are protected by copyright and trademark laws and various other intellectual property rights and unfair competition laws of the Germany, international copyright laws, and international conventions. The Content and the Marks are provided on the Site “AS IS” for your information and personal use only. Except as expressly provided in these Terms and Conditions, no part of the Site and no Content or Marks may be copied, reproduced, aggregated, republished, uploaded, posted, publicly displayed, encoded, translated, transmitted, distributed, sold, licensed, or otherwise exploited for any commercial purpose whatsoever, without our express prior written permission.

USER DATA AND REPRESENTATIONS

The Customer grants to the Awtomated a limited license to copy, transmit, store and back-up or otherwise access, use or make reference to any Intellectual Property Rights in the Data:

• To supply the Services including to enable the Authorised Users to access and use the Services and to develop other services.
• To do analysis for the purposes of predictive safety analytics, industry guideline production and other safety-related uses.
• To test, enhance and otherwise modify the Services whether requested by the Customer or not.

As reasonably required for the performance of the Awtomated’s obligations under these Terms and Conditions.

By using the Site, you represent and warrant that: (1) ALL REGISTRATION INFORMATION YOU SUBMIT WILL BE TRUE, ACCURATE, CURRENT, AND COMPLETE; (2) YOU WILL MAINTAIN THE ACCURACY OF SUCH INFORMATION AND PROMPTLY UPDATE SUCH REGISTRATION INFORMATION AS NECESSARY; (3) YOU HAVE THE LEGAL CAPACITY AND YOU AGREE TO COMPLY WITH THESE TERMS AND CONDITIONS; (4) YOU ARE NOT UNDER THE AGE OF 13; (5) YOU ARE NOT A MINOR IN THE JURISDICTION IN WHICH YOU RESIDE, OR IF A MINOR, YOU HAVE RECEIVED PARENTAL PERMISSION TO USE THE SITE; (6) YOU WILL NOT ACCESS THE SITE THROUGH AUTOMATED OR NON-HUMAN MEANS, WHETHER THROUGH A BOT, SCRIPT OR OTHERWISE; (7) YOU WILL NOT USE THE SITE FOR ANY ILLEGAL OR UNAUTHORIZED PURPOSE; AND (8) YOUR USE OF THE SITE WILL NOT VIOLATE ANY APPLICABLE LAW OR REGULATION.

If you provide any information that is untrue, inaccurate, not current, or incomplete, we have the right to suspend or terminate your account and refuse any and all current or future use of the Site (or any portion thereof).

The Awtomated must maintain commercially reasonable security measures to protect all Confidential Information in its possession or control, or in the possession or control of its Personnel, from unauthorized access, use, copying or disclosure as per the GDPR rules to ensure Accuracy. Storage limitation. Integrity and confidentiality (security) Accountability.

DATA SECURITY AND RESPONSIBILITIES

Customer’s Content and date stored on the platform is the sole responsibility of the customer which incudes making inputs and updates in user data and make sure that the Customer Content does not contain anything that violates or may violate the copyright, trade secret, trademark, or other intellectual property rights of any third party and that Customer has collected and handled all Customer Content in compliance with all applicable data privacy and protection laws, rules, and regulations.

SUPPORT SERVICES

During the Term, the Awtomated will provide the Support Services in accordance with the Service Levels during the Support Hours provided that:

The Customer provides the SaaS Provider with notice for applicable Services in accordance with any applicable system and processes as set out on the Site, as applicable;

And where required, the Customer assists with investigating and ascertaining the cause of the fault and provides to the Awtomated all necessary information relevant to the fault (including but not limited to what the Customer or their Personnel has done in relation to the fault).

SERVICE FEE AND PAYMENT

The Awtomated is currently not charging any fee but The Awtomated shall have the right to determine, at its reasonable discretion, the service fee and proper payment manners for Service Receiving Parties. The calculation and payment manners of the service fee will be stipulated later in updated terms and conditions.

USER REGISTRATION

As part of subscribing and accessing the Service, the User will need to register with Awtomated creating a unique ID based on username. The User will provide Awtomated with certain registration information, all of which must be accurate, truthful, and updated.

The User shall not:

• Select a username already used by another person
• Use a username in which another person has rights without such person’s authorization or
• Use a username that Awtomated, in its sole discretion, deems offensive or inappropriate.

Your account is secured by a password You provide. You shall be solely responsible for maintaining the confidentiality of your password and consequently You are fully responsible and liable for all usage and activity on your account. You shall immediately notify Awtomated of any known or suspected unauthorized use(s) of your account, or any known or suspected breach of security, including loss, theft, or unauthorized disclosure of your password. You are responsible for keeping your contact information updated as Awtomated will use the same for all communication as pertains to the Service and Awtomated cannot be held liable for a failure to communicate if the Users contact information is incorrect or outdated.

TERM

The Term of this Agreement takes effect on and from the Effective Date and continues for the Initial Term, if specified, and any Renewal Term, or otherwise indefinitely, unless this Agreement is terminated earlier in accordance with the terms of this Agreement.

CANCELLATION

Where there is no Initial Term or Renewal Term, Customer may terminate this Agreement at any time from your account or by contacting us using the contact information provided below. If you are unsatisfied with our services, please email us at support@awtomated.com or call us at +4917634355168. Awtomated also reserves the right to terminate this agreement by giving at least 30 Business Days’ notice to the Customer if the Customer is in breach (other than a trivial breach causing no material harm) of any provision of this Agreement and, where the breach is capable of remedy, the Customer has failed to remedy the breach within 30 Business Days of receipt of written notice from the SAAS Provider describing the breach and calling for it to be remedied. The Automated may terminate this Agreement immediately by giving written notice to the Customer where:

• The Customer undergoes a Change of Control to a competitor of the Awtomated as determined by the SAAS Provider.
• The Customer commits a breach of this Agreement not capable of remedy.

CONFIDENTIALITY

Subject to this clause, each Party must keep confidential and not use or permit any unauthorised use of, all Confidential Information.

Clause does not apply where:

• The information is in, or comes into, the public domain.
• The relevant Party has the prior written consent of the Party that disclosed the Confidential Information;
• The disclosure is required by law
• The disclosure is required in order to comply with this Agreement, provided that the Party disclosing the Confidential Information ensures the recipient complies with the terms of this clause and
• The disclosure is to a professional adviser in order to obtain advice in relation to matters arising in connection with this Agreement and provided that the Party disclosing the Confidential Information ensures the adviser complies with the terms of this clause.

Each Party acknowledges and agrees that monetary damages may not be an adequate remedy for a breach of this clause 12. A Party is entitled to seek an injunction, or any other remedy available at law or in equity, at its discretion, to protect itself from a breach of this clause.

The confidentiality provisions of this Agreement shall remain in full force and effect even after the termination of these Terms and Conditions. The User snd Awtomated agrees that during and after termination of this agreement, The Parties shall not disclose or divulge to others, any trade secrets, confidential information, or any other data of in violation of this agreement.

PRIVACY

Each Party and its Personnel agrees to comply with its obligations under the Directive (EU) 2016/680 and any other applicable legislation or privacy guidelines as amended from time to time in relation to personal information collected, used or disclosed by the party in connection with the Services and this Agreement.

Details on how the Awtomated complies with the Directive (EU) 2016/680 and GDPR and how it collects, discloses, holds or uses personal information is available in the Awtomatid’s Privacy Policy as set out on the website at https://awtomated.com/privacy-policy/ or as provided to the Customer from time to time. The Awtomated reserves the right to amend its Privacy Policy as required from time to time.

This Agreement supplements and incorporates the Privacy Policy and, to the extent the European Union General Data Protection Regulation (Regulation (EU) 2016/679) (GDPR) applies to this Agreement, the GDPR Data Processing Schedule where we are a processor under the GDPR, as set out at https://awtomated.com/legal/gdpr.

The Customer must ensure that any collection, processing, use, disclosure and transfer by the Customer and its Personnel of personal information in connection with the performance of its obligations under this Agreement complies with all applicable privacy law and the privacy policy of the Customer.

The Customer must take all necessary steps to ensure that the personal information held or accessed by it in connection with this Agreement is protected against misuse, interference and loss, and from unauthorized access, modification and disclosure (Data Breach). The Customer will promptly give written notice to the Service Provider of any actual or suspected Data Breach and will provide information, assistance and other cooperation as requested by the Service Provider in respect of the Data Breach.

CONTRIBUTION LICENSE

You and the Site agree that we may access, store, process, and use any information and personal data that you provide following the terms of the Privacy Policy and your choices.

By submitting suggestions or other feedback regarding the Site, you agree that we can use and share such feedback for any purpose without compensation to you.

We do not assert any ownership over your Contributions. You retain full ownership of all of your Contributions and any intellectual property rights or other proprietary rights associated with your Contributions. We are not liable for any statements or representations in your Contributions provided by you in any area on the Site. You are solely responsible for your Contributions to the Site and you expressly agree to exonerate us from any and all responsibility and to refrain from any legal action against us regarding your Contributions.

SUBMISSIONS

You acknowledge and agree that any questions, comments, suggestions, ideas, feedback, or other information regarding the Site (“Submissions”) provided by you to us are non-confidential and shall become our sole property. We shall own exclusive rights, including all intellectual property rights, and shall be entitled to the unrestricted use and dissemination of these Submissions for any lawful purpose, commercial or otherwise, without acknowledgment or compensation to you.

THIRD-PARTY WEBSITES AND CONTENT

The Site may contain (or you may be sent via the Site) links to other websites (“Third-Party Websites”) as well as articles, graphics, information, applications, software, and other content or items belonging to or originating from third parties (“Third-Party Content”) which may include but not limited to Amazon AWS Server based in Frankfurt, Google Analytics and Cookies. Such Third-Party Websites and Third-Party Content are not investigated, monitored, or checked for accuracy, appropriateness, or completeness by us.

If you decide to leave the Site and access the Third-Party Websites or to use or install any Third-Party Content, you do so at your own risk, and you should be aware these Terms and Conditions no longer govern. You should review the applicable terms and policies, including privacy and data gathering practices, of any website to which you navigate from the Site or relating to any applications you use or install from the Site. You shall hold us harmless from any losses sustained by you or harm caused to you relating to or resulting in any way from any Third-Party Content or any contact with Third-Party Websites.

PRIVACY POLICY

We care about data privacy and security. Please review our Privacy Policy: https://awtomated.com/privacy-policy/. By using the Site, you agree to be bound by our Privacy Policy, which is incorporated into these Terms and Conditions. Please be advised the Site is hosted in Germany. If you access the Site from any other region of the world with laws or other requirements governing personal data collection, use, or disclosure that differ from applicable laws in Germany, then through your continued use of the Site, you are transferring your data to Germany, and you agree to have your data transferred to and processed in Germany.

MODIFICATIONS AND INTERRUPTIONS

We reserve the right to change, modify, or remove the contents of the Site at any time or for any reason at our sole discretion without notice. However, we have no obligation to update any information on our Site. We also reserve the right to modify or discontinue all or part of the Site without notice at any time. We will not be liable to you or any third party for any modification, decision of charging for services, suspension, or discontinuance of the Site.

We cannot guarantee the Site will be available at all times. We may experience hardware, software, or other problems or need to perform maintenance related to the Site, resulting in interruptions, delays, or errors.

BETA VERSION

You understand and acknowledge that You are participating in Licensor’s Beta Test for the Website/Software, You are receiving a preliminary version of the Software, and the Software may not operate properly, may not perform all functions for which it is intended or represented, and may not operate error-free. You agree to provide Licensor with Your comments, criticisms, and suggestions for changes with respect to the Software, and agree to help Licensor identify any and all errors or malfunctions in the operation of the Software.

GOVERNING LAW

These conditions are governed by and interpreted following the laws of Germany, and the use of the United Nations Convention of Contracts for the International Sale of Goods is expressly excluded. If your habitual residence is in the EU, and you are a consumer, you additionally possess the protection provided to you by obligatory provisions of the law of your country of residence. Awtomated and yourself both agree to submit to the non-exclusive jurisdiction of the courts of Berlin, which means that you may make a claim to defend your consumer protection rights in regards to these Conditions of Use in Germany, or in the EU country in which you reside.