DataFlyte Website Terms of Use

1. Scope

   1.1. Any use of this web site (“DataFlyte Web Site”), provided by DataFlyte and/or its affiliates (collectively “DataFlyte”), is subject to these terms of use (“Terms of Use”). These Terms of Use may be amended, modified or replaced by other terms and conditions, e.g. for the purchase of products and services. With log-in, or where a log-in is not required, in accessing or using the DataFlyte Web Site, these Terms of Use are accepted in their then current version.

   1.2. In the case of Web offers aimed at companies or public enterprises, such companies or enterprises are represented by the user and must assume that the user has appropriate knowledge and acts accordingly.

2. Services

   2.1. This DataFlyte Web Site contains specific information and software, as well as – in specific instances – related documentation, for viewing or downloading.

   2.2. DataFlyte may stop the operation of the DataFlyte Web Site in full or in part at any time. Due to the nature of the internet and computer systems, DataFlyte cannot accept any liability for the continuous availability of the DataFlyte Web Site.

3. Registration, Password

   3.1. Some pages of the DataFlyte Web Site may be password protected. In the interest of safety and security of the business transactions, only registered Users may access said pages. DataFlyte reserves the right to deny registration to any User. DataFlyte particularly reserves the right to change certain sites, which were previously freely accessible, so that they are subject to registration. DataFlyte is entitled, at any time and without obligation to give reasons, to deny the User the right to access the password-protected area by blocking its User Data (as defined below), in particular if the User

   – uses false data for the purpose of registration;

   – – violates these Terms of Use or neglects its duty of care with regard to User Data;

   – violates any applicable laws in the access to or use of the DataFlyte Web Site; or

   – did not use the DataFlyte Web Site for a long period of time.

   3.2. For registration the User shall give accurate information and, where such information changes over time, update such information (to the extent possible: online) without undue delay. The User shall ensure, that its e-mail address, as supplied to DataFlyte, is current at all times and an address at which the User can be contacted.

   3.3. Upon registration the User will be provided with an access code, comprising a User ID and a password (“User Data”). On first access the User shall promptly change the password received from DataFlyte into a password known only to the User. The User Data allows the User to view or change its data or, as applicable, to withdraw its consent to data processing.

   3.4. The User shall ensure that User Data is not accessible by third parties and is liable for all transactions and other activities carried out under its User Data. At the end of each online session, the User shall log-off from the password protected websites. If and to the extent the User becomes aware that third parties are misusing its User Data the User shall notify DataFlyte thereof without undue delay in writing, or, as the case may be, by e-mail.

   3.5. After receipt of the notice under paragraph 3.4, DataFlyte will deny access to the password-protected area under such User Data. Access by the User will only be possible again upon the User’s application to DataFlyte or upon new registration.

   3.6. The User may at any time request termination of its registration in writing, provided that the deletion will not violate the proper performance of contractual relationships. In such event DataFlyte will remove all user data and other stored personally identifiable data of the User as soon as these data are no longer needed.

 

4. Rights of Use to Information, Software and Documentation

   4.1. The use of any information, software and documentation made available on or via this DataFlyte Web Site is subject to these Terms of Use or, in case of updating information, software or documentation, subject to the applicable license terms previously agreed to with DataFlyte. Separately agreed to license terms, for example software downloads, shall prevail over these Terms of Use.

   4.2. DataFlyte owns all rights, title interest, and/or licenses to the software, images, documentation, and/or all other information on this DataFlyte Web Site and all content thereon. As a condition for use of the DataFlyte Web Site, should the User post, provide, and/or transfer any software, images, documentation, or other information to the DataFlyte Web Site, the User assigns and transfers all rights, title, interest and license in same to DataFlyte.

   4.3. Information, software and documentation may not be distributed by the User to any third party at any time nor may it be rented or in any other way made available. Unless such is allowed by mandatory law, the User shall not modify the software or documentation nor shall it disassemble, reverse engineer or decompile the software or separate any part thereof.

   4.4. This DataFlyte Web Site may contain confidential and/or proprietary content of DataFlyte that is protected by copyright and other laws respecting proprietary rights, including the software, images, documentation, and/or all other information on this DataFlyte Web Site and all content thereon.. DataFlyte retains all rights in the DataFlyte Web Site, and such confidential and/or proprietary content, including (without limitation) all copyright, derivative rights, and other proprietary rights, on a worldwide basis, also including, but not limited to, patents, know-how, and trademarks. The User shall observe such laws and in particular shall not modify, conceal or remove any alphanumeric code, marks or copyright notices neither from the information nor from the software or documentation, or any copies thereof.

5. Intellectual Property

   5.1. Notwithstanding the particular provisions in § 4 of these Terms of Use, information, brand names and other contents of the DataFlyte Web Site may not be changed, copied, reproduced, sold, rented, used, supplemented or otherwise used or modified in any other way without the prior written permission of DataFlyte.

   5.2. Except for the rights of use and other rights expressly granted herein, no other rights are granted to the User nor shall any obligation be implied requiring the grant of further rights. Any and all patent rights and licenses are expressly excluded.

   5.3. DataFlyte may, without charge or attribution, use any ideas or proposals, images, software, or other information stored by a User on the DataFlyte Web Sites for the development, improvement and sale of its products, and through use of this site, User hereby assigns all right, title and interest to any intellectual property posted to this site or otherwise delivered to DataFlyte in a manner consistent with these Terms of Use.

6. Duties of the User

   6.1. In accessing or using the DataFlyte Web Site the User shall not

   – harm other persons, in particular minors, or infringe their personal rights;

   – breach public morality in its manner of use;

   – violate any intellectual property right or any other proprietary right;

   – upload any contents containing a virus, so-called Trojan Horse, or any other program that could damage data;

   – transmit, store or upload hyperlinks or contents to which the User is not entitled, in particular in cases where such hyperlinks or contents are in breach of confidentiality obligations or unlawful; or

   – distribute advertising, commercial solicitations, or unsolicited e-mails (so-called “spam”) or inaccurate warnings of viruses, defects or similar material and the User shall not solicit or request the participation in any lottery, snowball system, chain letter, pyramid game or similar activity.

   6.2. DataFlyte may deny access to the DataFlyte Web Site at any time, in particular if the User breaches any obligation arising from these Terms of Use.

7. Hyperlinks

The DataFlyte Web Site may contain hyperlinks to the web pages of third parties. DataFlyte shall have no liability for the contents of such web pages and does not make representations about or endorse such web pages or their contents as its own, as DataFlyte does not control the information on such web pages and is not responsible for the contents and information given thereon. The use of such web pages shall be at the sole risk of the User.

8. Liability for defects of title or quality

   8.1. (a) DataFlyte make no representations or warranties regarding the accuracy or completeness of this DataFlyte Web Site’s content. Except as specifically provided in this Agreement, this DataFlyte Web Site and its content therein, are provided to User “as is”. DataFlyte make no other representation or warranty, either express or implied. DataFlyte do not warrant the accuracy, completeness, performance, currency, merchantability, or fitness for a particular purpose of this DataFlyte Web Site or the content it contains or the method of delivering that information to User. Insofar as any software, images, documentation and/or all other information is made available at no cost, any liability for defects as to quality or title of the software, images, documentation, and all other information, especially in relation to the correctness or absence of defects or the absence of claims, or third party rights or in relation to completeness and/or fitness for purpose, are excluded. DataFlyte disclaims all responsibility for any loss or claim of any kind resulting from, arising out of, or any way related to (a) errors in or omissions in this DataFlyte Web Site, including technical inaccuracies and typographical errors, (b) any third party web sites or content therein directly or indirectly accessed through links in any of this DataFlyte Web Site’s content, (c) the unavailability of this DataFlyte Web Site, (d) any use of this DataFlyte Web Site or any content contained therein, (e) any use of any equipment or software in connection with this DataFlyte Web Site, or (f) any reliance on the information contained in this DataFlyte Web Site, even if advised of the possibility of such damages. In no event shall DataFlyte, or its or their respective officers, directors, employees, shareholders, agents, or representatives, be liable to User or any other person for any special, indirect, incidental, exemplary, punitive, or consequential damages or loss of goodwill in any way arising from or relating to the use of or inability to use this DataFlyte Web Site, even if DataFlyte has been notified of the possibility of such damages. In no event may User bring any claim or cause of action against DataFlyte more than one (1) year after such claim or cause of action arises.

   8.2. The information on this DataFlyte Web Site may contain specifications or general descriptions related to the technical possibilities of individual products which may not be available in certain cases (e.g. due to product changes). The required performance of the product shall therefore be mutually agreed in each case at the time of purchase.

9. Other Liability, Viruses

   9.1. The liability of DataFlyte for defects in relation to quality and title shall be determined in accordance with the provisions of § 8 of these Terms of Use. Any further liability of DataFlyte is excluded unless required by law, e.g. under the Act on Product Liability or in cases of willful misconduct, gross negligence, personal injury or death, failure to meet guaranteed characteristics, fraudulent concealment of a defect or in case of breach of fundamental contractual obligations. The damages in case of breach of fundamental contractual obligations is limited to the contract-typical, foreseeable damage if there is no willful misconduct or gross negligence.

   9.2. Although DataFlyte makes every endeavor to keep this DataFlyte Web Site free from viruses, DataFlyte cannot make any guarantee that it is virus-free. The User shall, for its own protection, take the necessary steps to ensure appropriate security measures and shall utilize a virus scanner before downloading any information, software or documentation.

   9.3. §§ 9.1 and 9.2 do not intend nor imply any changes to the burden of proof to the User’s disadvantage.

10. Export Controls

   10.1. Any international export or transfer of DataFlyte technology or software may require prior US government authorization. Any diversion or unauthorized use by the User of any DataFlyte export regulated technology or software contrary to US law is strictly prohibited.

   10.2. Unless specifically authorized by the appropriate government agency, the User agrees not to use the technology or software in prohibited uses or transfer to prohibited end-users as codified in 15 CFR, 31 CFR, 10 CFR and 22 CFR, including to any person or entity listed in the U.S. Denied Persons List, the U.S. Warning List, the U.S. Entity List or the U.S. Specially Designated National List.

11. Data Privacy

For collection, use and processing of personally identifiable data of the User of the DataFlyte Web Site, DataFlyte shall comply with applicable laws on data privacy protection and the DataFlyte Web Site Privacy Policy, which is available per hyperlink on the DataFlyte Web Site and/or on usa.DataFlyte.com.

12. Supplementary Agreements, Place of Jurisdiction, Applicable Law

   12.1. Any supplementary agreement requires the written form.

 12.2. These Terms of Use and your use of the site are governed by the laws of the State of Tennessee without regard to conflict of laws principles thereof. By using the site, you irrevocably (a) consent to the jurisdiction of the state and Federal courts located in the County of Knox, Tennessee, for any action arising out of or relating hereto or thereto, (b) agree that all claims in respect of such action or proceeding may be heard and determined in any such court, (c) waive any claim of inconvenient forum or other challenge to venue in such court, and (d) agree not to bring any action or proceeding in any other court. The application of the United Nations Convention on Contracts for the International Sales of Goods (CISG) of 11 April 1980 is excluded.

 12.3. The individual pages of this DataFlyte Web Site are operated and administered by DataFlyte and/or its affiliates. The pages comply with the law applicable in the country where the responsible company has its business residence. DataFlyte makes no representation that information, software and/or documentation on the DataFlyte Web Site are appropriate or available for viewing or downloading at locations outside such country. If Users access DataFlyte Web Site from outside such country, they are exclusively responsible for compliance with all applicable local laws. Access to DataFlyte Web Site’s information, software, images, documentation, and/or other information from countries where such content is unlawful is prohibited. In this case and where User seeks to do business with DataFlyte, the User should contact the DataFlyte representative for the particular country for country specific business.

   12.4 This Agreement, as it may be amended from time to time in the sole discretion of DataFlyte, and constitutes the entire agreement between User and DataFlyte, and supersedes all prior or contemporaneous writings, discussions, agreements, and understandings of any kind, with respect to the subject matter of this Agreement. If any provision of this Agreement shall be held to be unenforceable by any court of competent jurisdiction, the other provisions of this Agreement will remain in full force and effect. Any provision of this Agreement held invalid or unenforceable only in part or degree shall remain in full force and effect to the