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Terms and Conditions revolutionSCREEN English

Published by info, 2021-11-28 13:41:28

Description: EN_TermsConditions_revolutionSCREEN


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Terms and conditions 1. Scope 1.1. These General Terms and Conditions form the legal basis for the relationship between revolutionSCREEN AG, Kantonsstrasse 43, 6048 Horw (\"revolutionSCREEN\") and you (\"Customer\") with respect to the revolutionSCREEN product. At the heart of the revolutionSCREEN products is the digital signage software and thus the content management system (hereinafter referred to as \"CMS\"), which bears the name \"revolutionSCREEN\". 1.2. The General Terms and Conditions apply only to entrepreneurs. revolutionSCREEN AG does not conclude contracts with consumers. Further information on contact persons and legal representatives of revolutionSCREEN AG can be found in the imprint. 2. Registration and conclusion of the agreement 2.1. The services offered on the website are merely an invitation to submit an offer and are not legally binding offers. By expressly ordering the service by the customer, the customer makes an offer to conclude a contract. The contract comes into effect with the acceptance of the offer by revolutionSCREEN AG. Ordering the services requires effective registration of the customer; the customer must therefore have a customer account. 2.2. Completion of the registration form on the platform is mandatory for registration. All required data must be provided accurately and updated immediately in the event of changes. 2.3. The registration will be confirmed by revolutionSCREEN AG by e-mail. For this purpose, a key (string as a link to click on) is sent to the e-mail address provided. Only by clicking on the link contained therein will the user be activated and complete the registration process. If the link is not confirmed within four (4) weeks, the data entered will be deleted. 2.4. revolutionSCREEN AG reserves the right to refuse registrations. There is therefore no entitlement to the registration. 3. Description of the services, subject of the agreement 3.1. All services provided by revolutionSCREEN AG in connection with the revolutionSCREEN service are provided exclusively on the basis of these General Terms and Conditions (GTC). The version valid at the time of the conclusion of the contract shall be authoritative in each case. 3.2. Any provisions deviating from these terms and conditions, in particular the client's terms and conditions, shall only be valid if confirmed in writing by revolutionSCREEN AG. 3.3. Features of revolutionSCREEN revolutionSCREEN offers various functions for publishing content on digital signage systems operated by the customer. This content can either be the customer's own content or content selected by the customer. The exact scope of the functions can be found on the website and its subpages. a) Media database revolutionSCREEN offers a media database for storing contributions or drafts or parts thereof (e.g. texts, images or videos) (\"Media Database\"). The Media Database can be used to store content and files to be used in revolutionSCREEN. b) Availability via Internet The customer has access via his access data to the software running on the server of revolutionSCREEN AG and providing the above functions; the customer does not receive any software to be installed locally or the source code of the solution. Use of revolutionSCREEN requires Internet access. The obligation to provide revolutionSCREEN is fulfilled if the use of revolutionSCREEN is available to the user at the WWW-side output of the revolutionSCREEN router 98% of the yearly average (365 days). Impairments for which revolutionSCREEN is not responsible, in particular changes by the operator to the functionality of a service, disruptions in transmission through the Internet or disruptions to the customer's Internet connection, are not taken into account. revolutionSCREEN AG | Kantonsstrasse 43 | 6048 Horw | 1

3.4. License Model Within the scope of revolutionSCREEN, revolutionSCREEN AG exclusively offers a licensing model based on the number of purchased or activated device licenses. After logging into the CMS, the user can find out about the device licenses activated in his account. They can be found under the submenu \"Account settings\" in the overview \"Subscriptions\". The calculation of the monthly or annual invoice amounts is based on the price model explained in point 6 of the GTC and always depends on the number of device licenses activated in the customer account and the selected software or software extensions. 4. License and copyright of revolutionSCREEN material 4.1. right of use The acquisition of rights is dependent on the particular type of revolutionSCREEN material as listed in this § 4. 4.1.1. Right of use for images and texts The user acquires a simple, chargeable right of use to texts and images, limited in terms of time and content. The user may use texts and images for temporary publication by way of reproduction. In this case, publication or electronic storage is limited to four weeks after delivery by revolutionSCREEN AG. Processing of the texts and images by the user is not permitted, nor is transfer or sublicensing of the right of use. 4.1.2. Right of use for video material The acquisition of rights to video material differs depending on the presentation on the platform as follows: In the case of a permanent transfer against a one-time payment, the user acquires a simple, fee-based right of use to the respective video material. This right of use is unlimited in time, i.e. it is not dependent on the duration of this contract. However, it is limited in terms of content. The user may use the video material for publication by way of playback for an unlimited period of time. In case of recurring payment, however, the user acquires a simple right of use to the respective video material subject to a charge. This right of use is limited to the duration of the contract and is restricted in terms of subject matter. In any case, the User may only edit video material and transfer rights of use (i.e. transfer the acquired right of use once and thus lose the right to use the video material) if revolutionSCREEN AG expressly grants these rights for this video material when describing it on the platform. For the avoidance of doubt, by transferring the right of use, the Customer may only transfer the right of use once and thus to a single third party. A (multiple) sublicensing is prohibited in any case. 4.2. Copyright Copyright in all revolutionSCREEN AG material remains with revolutionSCREEN or the third party sources, where marked. Where no copyright notices are present, the user is required to prominently display the copyright of revolutionSCREEN AG or the respective third party sources in appropriate places. In addition, the user shall use its best efforts to ensure that the copyrights of revolutionSCREEN AG and/or the third party sources are protected from unauthorized use by third parties. Any use of revolutionSCREEN AG's material for other purposes and/or in other ways is prohibited. In the event of unauthorised use, reproduction, modification, editing, redesign or disclosure of the material and failure to comply with the copyright notice, the user shall indemnify revolutionSCREEN AG against all third party claims arising therefrom. The right of revolutionSCREEN AG and/or third parties to assert claims for damages remains unaffected. 4.3. Image and video material If image and/or video material is used without the templates created by revolutionSCREEN, the image and/or video material must be clearly and unambiguously marked with the copyright and/or agency notice \"Photo: revolutionSCREEN AG\" for images and \"Video: revolutionSCREEN AG\" for video material or with the corresponding agency notices, if these are not already present. In the case of image and video material, only the simple right of use to the copyright is generally transferred. No assurance is given that the owners of the rights to depicted works of art or applied art or the owners of trademark and other protective rights have given their consent to public reproduction, in particular for use in advertising. It is the user's responsibility to obtain the necessary consent in individual cases. In this respect, the user shall indemnify revolutionSCREEN AG from third-party claims and shall bear all legal consequences of any infringement of rights in the relationship between the user and revolutionSCREEN AG. Images and video material, in particular those in which persons are identifiable, may only be used in conjunction with the accompanying text provided by revolutionSCREEN AG. The material of revolutionSCREEN AG may not be used in a way that distorts or falsifies the original meaning. Any manipulation of image or video material that goes beyond normal editing (cropping, colour corrections, technical quality improvements), any use that contradicts the message inherent in the material, any falsification and any use that may lead to the disparagement of the persons depicted is prohibited, and the user shall be liable for any damages resulting from such use. revolutionSCREEN AG shall not be liable in such cases. The use of fragments of revolutionSCREEN messages is prohibited. revolutionSCREEN AG | Kantonsstrasse 43 | 6048 Horw | 2

4.4. Contractual penalty If the user uses revolutionSCREEN AG's material beyond the licensed scope, the user is obligated to pay revolutionSCREEN AG a contractual penalty for each working day of unauthorized use. This contractual penalty shall be calculated as follows: (i) in the case of a permanent transfer made in exchange for a one-time payment, 0.25% of the one-time payment, or (ii) in the case of a recurring payment, 0.25% of 12 times the last due monthly license payment under the Agreement. The total contractual penalty to be forfeited shall not exceed 5% of the purchase price or 5% of 12 times the monthly license payment due. revolutionSCREEN AG shall have the right to claim the contractual penalty in addition to performance and as a minimum amount of damages owed by the user under the law. The right of revolutionSCREEN AG to assert damages in excess thereof remains unaffected. 5. Provision of the content 5.1. Publish with revolutionSCREEN Customer may license revolutionSCREEN material in revolutionSCREEN to access such material for publication. Such licenses may be limited to a certain number of simultaneously used displays. In addition, licenses are limited to the term of this revolutionSCREEN Agreement (see § 14), but no longer than twelve (12) months. Upon expiration of such twelve (12) month period, the license with respect to the respective revolutionSCREEN material shall be renewed at the Customer's expense for an additional twelve (12) month period unless the Customer terminates the license at least three (3) months prior to the expiration of the twelve (12) month period. (12) Monthly period in text form (e-mail is sufficient); for organizational reasons, the period always extends to the end of the or last month of the term, even if the purchase was made in the middle of the month. 5.2. Retrieval via the Internet The user is fully responsible for retrieving the material from revolutionSCREEN AG. The database and/or platform may be operated by revolutionSCREEN itself or by an agent. The revolutionSCREEN material, as content of the databases and platforms, is continuously updated. revolutionSCREEN AG is free to change, delete or add to the existing content at any time. Access to the databases and platforms is only possible with a valid user name and password. The user is responsible for securing the access data provided to him/her (user ID and password) and must treat this data confidentially. The user is forbidden to pass on his personal access data to third parties, to make it available to them in any form or to allow third parties to access this data. The user is responsible for securing the access data and for all retrievals made via this access. If the user becomes aware that the access data is being used without authorization, he/she must inform revolutionSCREEN AG immediately. If the access data is misused through the fault of the user, the user is liable for any resulting damage. The availability of the databases and/or platforms is at least 98% per month. However, revolutionSCREEN AG does not guarantee that certain results can be achieved through their use. In accordance with the Data Protection Act, the user is informed that revolutionSCREEN and its vicarious agents store the user's data and/or log files in machine-readable form and process them in accordance with the purpose of the contract existing with the user. The details of the database queries are treated confidentially. 5.3. Responsibilities revolutionSCREEN AG assumes responsibility for the reliability and availability of the transmission paths and the correct transmission of the content, insofar as the transmission paths are part of the revolutionSCREEN infrastructure. The user is solely responsible for the receipt of actively transmitted services, the retrieval of revolutionSCREEN material from the revolutionSCREEN website and the integration and publication of revolutionSCREEN material. revolutionSCREEN AG | Kantonsstrasse 43 | 6048 Horw | 3

6. Prices The current prices for the device licenses and software extensions can be found in the price lists on our website The respective invoices to the customer are issued monthly or annually over the corresponding performance period for booked or purchased products, depending on the selected tariff. If additional products (device licenses or software extensions) are booked during the performance period, they will be invoiced for the remaining period and charged to the customer using the selected payment method (credit card or SEPA direct debit mandate) in the next billing interval and debited accordingly. In all other respects, the user bears the costs of obtaining the material himself (e.g. maintaining the Internet connection, possible traffic-based billing by his own provider, etc.). 7. Confidentiality 7.1. The customer is responsible for the confidentiality of the log-in data and shall keep it secret, shall not disclose it to third parties without the prior written consent of revolutionSCREEN AG (with the exception of the possibilities provided for in section 8.1), shall not tolerate or enable third parties to otherwise gain knowledge of his log-in data and shall take the necessary measures to ensure confidentiality. 7.2. In the event of misuse or loss of the access data or if such misuse or loss is suspected, the customer shall inform revolutionSCREEN AG by e-mail to [email protected] 8. By rights 8.1. From the date of provision of revolutionSCREEN and for the duration of the agreement, revolutionSCREEN AG grants the customer the free, non-exclusive (simple), non-transferable, one non-sublicensable right to use revolutionSCREEN AG on revolutionSCREEN's server. For the sake of clarification, it is pointed out that the customer may not allow any economically independent use to third parties; however, his access data may be made available to external service providers, such as advertising agencies or other third parties, if they perform tasks for the customer. The revolutionSCREEN Enterprise Edition is exempt from this regulation as well as from passing on and sublicensing. In this edition, it is expressly permitted to resell revolutionSCREEN for commercial purposes. With the user administration (when booking a device license), the user can set up his own employees or third-party users commissioned by him. 8.2. To the extent that revolutionSCREEN AG provides new versions, updates or upgrades of revolutionSCREEN during the term of the agreement, the foregoing right of use shall apply to such versions, updates or upgrades in the same manner. However, revolutionSCREEN AG shall not be obligated to provide new versions, updates or upgrades if this is not absolutely necessary to remedy defects. 9. Prices and payment 9.1. The valid prices for both revolutionSCREEN AG itself and for optional revolutionSCREEN material or software extensions are derived from the prices stated on our website at the time of the respective contract, as described above under point 3.4. All prices are exclusive of VAT. 9.2. Depending on the product, payment can be made in the following ways: by credit card, by invoice/advance payment and PayPal/Stripe. 9.3. In the case of recurring monthly or annual reimbursements of revolutionSCREEN, such as device licenses or software enhancements, the respective monthly reimbursement will be calculated at the beginning of the contract in advance for the entire minimum term. After the minimum term, the monthly reimbursement is due at the beginning of each month, at the latest on the third working day of the respective month, and will be debited by SEPA direct debit mandate or credit card. If further device licenses or software extensions are booked within the minimum term, these will be charged pro rata for the remaining minimum term and will be charged automatically at the next renewal. 9.4. The monthly fee for actually licensed revolutionSCREEN media material (cf. Section 5.2) is due at the beginning of each month, at the latest on the third working day of the respective month. 9.5. Other agreed fees/reimbursements are due upon performance of the service and receipt of the invoice by the customer. 9.6. The customer is only entitled to offset or assert a right of retention with legally established or undisputed claims. The customer may assign rights under this contract to a third party only with the written consent of revolutionSCREEN revolutionSCREEN AG | Kantonsstrasse 43 | 6048 Horw | 4

10. Standard 10.1. For the duration of any default on the part of the customer, revolutionSCREEN AG is entitled to block access to revolutionSCREEN. In this case, the customer is still obligated to pay the remuneration. The blocking will only be lifted once the customer has made all payments. 10.2. If the customer defaults on payment, revolutionSCREEN AG is entitled to block access to revolutionSCREEN. In this case, the customer remains obligated to pay the remuneration. The blocking will only be lifted when the customer settles the outstanding payment amount. If the customer does not meet his payment obligation after a period of 21 days and three written requests (e-mail is sufficient) or if the payment method selected by him could not be used, revolutionSCREEN AG is entitled to terminate the contract without notice and to demand immediately due lump- sum damages in the amount of one quarter of the remaining monthly fee until the expiration of the regular contract term. The amount of damages shall be set higher if revolutionSCREEN AG proves higher damages, or lower if the customer proves lower damages. 10.3. revolutionSCREEN AG reserves the right to assert further claims due to default of payment. 11. Adjustments, service changes 11.1. Additional services shall be provided by revolutionSCREEN AG by individual agreement on a case-by-case basis. For the avoidance of doubt, revolutionSCREEN AG shall not be obliged to provide adjustment services in relation to revolutionSCREEN within the scope of this contract. 11.2. revolutionSCREEN AG may change the services of revolutionSCREEN at any time in a manner that is reasonable for the customer. Such changes are reasonable if they become necessary for a reason for which revolutionSCREEN AG is not responsible, e.g. in the event of disruptions to the provision of services by subcontractors or by the hosting partner, provided that the service features described in the service description and user documentation continue to be fulfilled. revolutionSCREEN AG will notify the customer of the change by letter or e-mail at least six (6) weeks before it takes effect. 11.3. Notwithstanding the foregoing, revolutionSCREEN AG shall be entitled at any time to make changes or additions to the range of services or parts thereof, provided that such changes or additions do not affect any material parts of the contract. revolutionSCREEN AG shall notify the customer of the change or addition in writing or by e-mail no later than six (6) weeks prior to its effective date. The Customer may object to the changes within a reasonable period of time after receipt of the change notification in writing or by e-mail. If the customer does not object, the changes and amendments shall become an integral part of the contract. revolutionSCREEN AG shall expressly inform the customer of the consequences of his conduct in its notice of change. If the customer objects to the amendment in a timely manner, revolutionSCREEN AG may terminate the agreement as of the next possible date. 11.4. In the event of a breach of contract by the customer, revolutionSCREEN AG may, without prejudice to other claims, suspend or block access to the provision of revolutionSCREEN without prior notice if the breach of contract has not been remedied after written notification setting a reasonable deadline (warning). The assertion of further claims remains expressly reserved to revolutionSCREEN AG. 12. Right of revolutionSCREEN AG to refuse performance If the contractual use of the contractual software is impaired by the property rights of third parties through no fault of revolutionSCREEN AG, revolutionSCREEN AG shall be entitled to refuse the services affected thereby. revolutionSCREEN AG shall inform the customer thereof without delay and provide access to the customer's data in an appropriate manner. In this case, the customer is not obligated to make payment. Other claims or rights of the customer remain unaffected. revolutionSCREEN AG | Kantonsstrasse 43 | 6048 Horw | 5

13. Liability 13.1. Regardless of the legal grounds, the liability of revolutionSCREEN AG is limited to damages caused by revolutionSCREEN, its employees or vicarious agents intentionally, grossly negligently or, in the case of breach of an essential contractual obligation, simply negligently. Essential obligations are those whose fulfilment makes the proper execution of the contract possible in the first place and on whose compliance the customer may regularly rely. 13.2. If revolutionSCREEN AG is liable for gross or simple negligence pursuant to section 13.1, revolutionSCREEN AG's liability shall be limited to the typical damage reasonably foreseeable at the time of the conclusion of the contract. 13.3. The liability of revolutionSCREEN AG for damages that are based on the violation of a quality guarantee or are to be compensated according to the Product Liability Act, as well as for damages resulting from injury to life, body or health remains unaffected. 13.4. The liability of revolutionSCREEN AG pursuant to section 13.1 for the loss of data is limited to the typical recovery effort that occurs when back-up copies are made regularly and in accordance with the risk. 13.5. In all other respects, liability on the part of revolutionSCREEN AG - regardless of the legal grounds - is excluded. This applies in particular to strict liability for initial defects and for damage caused by unauthorized access by third parties to the user's premises. 14. Contract period, termination 14.1. With regard to the duration of the contract, the customer can choose between a monthly or an annual contract. Further information on the contract duration can be found in the CMS and is described in point 3.4 of the General Terms and Conditions. 14.2. In addition, the agreement may be terminated in writing by either party for good cause without notice. Good cause entitling revolutionSCREEN AG to such termination exists in particular if the customer violates usage rights of revolutionSCREEN AG by using the software to an extent that exceeds that permitted under this agreement, or posts illegal content that would justify a misdemeanor or criminal sanctions or violates general personal rights, and/or fails to remedy such violation within a reasonable period of time after a warning by revolutionSCREEN AG. 14.3. Cancellation does not have to be in writing or in text form. Cancellations can be made in the CMS by clicking on the \"Automatically renew\" button in the CMS in the revolutionSCREEN account management or in the settings under \" Subscriptions\". Cancellation with a notice period of at least one day irrevocably deletes all subscriptions of the respective account and, if the account is deleted, all data and settings associated with the account are irrevocably deleted. 14.4. In the event of termination, revolutionSCREEN AG will block access. The customer must give up the use of the software. 15. Cancellation rights 15.1. The received delivery is to be carefully inspected immediately upon receipt (this also applies to deliveries to third parties, e.g. customers of the customer). Any defects are to be reported immediately in writing (\"complaint\"). Recognizable transport damages are to be reported to the shipping person. If no notification is made, the delivery shall be deemed to be free of defects. If there is a defect which could not be discovered during the first inspection, this must be reported immediately after its discovery. The resale, installation or other use of the defective delivery shall be deemed to be its approval and fulfilment in accordance with the contract and shall include warranty claims. 15.2. By negotiating complaints, we do not waive the objection that these complaints were not in time, unfounded or otherwise incorrect. Significant deviations from the agreed quality and scope as well as changes to the delivery in the course of technical progress, in the design, execution, masses, weight or colour are permissible within the tolerances customary in the trade, unless they do not restrict the usability for the contractually intended purpose, there is no warranty and the customer can be reasonably expected to accept them when objectively assessing all circumstances. revolutionSCREEN AG | Kantonsstrasse 43 | 6048 Horw | 6

15.3. If the goods are defective, we shall first be obliged to provide subsequent performance and shall do so, at our discretion, by remedying the defect (rectification) or by supplying a defect-free item (delivery). If necessary, warranty claims will be asserted against third parties (e.g. the manufacturer), which the customer will enforce - if desired with our support. The existence of warranty claims remains unaffected by this. We may refuse a type of subsequent performance or refuse it altogether if it is only possible at disproportionate cost. If we decide in favour of a replacement delivery, this shall take place, if we so wish, concurrently with the return of the defective delivery. Replaced parts become our property. We shall bear the expenses necessary for the purpose of remedying the defect, insofar as these are not increased by the fact that the delivery was taken to a place other than the place of destination. 15.4. If the supplementary performance fails or if both types of supplementary performance are refused by us, the customer may withdraw from the contract after a reasonable period of grace and / or demand compensation. The right to reduce the contract is excluded unless there is only an insignificant defect which was fraudulently concealed or relates to a quality guarantee. 16. Final provisions 16.1. Swiss law shall apply. Horw is agreed as the place of jurisdiction for any disputes. 16.2. Should individual provisions of these terms and conditions be or become invalid and/or contradict the statutory provisions, this shall not affect the validity of the remaining provisions. The invalid provision shall be replaced by mutual agreement of the contracting parties by a provision that comes closest to the economic purpose of the invalid provision in a legally effective manner. The above provision shall apply mutatis mutandis in the event of a gap in the agreement. 16.3. Changes and additions must be made in writing. 16.4. In the event of any discrepancies, the German language version shall prevail; the English version shall serve as an auxiliary translation. Last updated: 01.12.2021 revolutionSCREEN AG | Kantonsstrasse 43 | 6048 Horw | 7

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