terms of licensing and use

Secure Contacts App

Status 12. Dezember 2022

Information creator:        Markus Frank

www.provectus.de/secure-contacts-app-en

Contents

  1. Permission / purpose of use
  2. Scope of application
  3. Range of functions
  4. Licence fees / minimum term / restrictions
  5. Warranty and liability
  6. Modifications to this App
  7. Copyright / trade secrets
  8. Property rights and copyrights, rights to stored data
  9. Technical restrictions
  10. Free trial version
  11. Rights in case of defects
  12. Compliance with laws
  13. Data protection
  14. Miscellaneous

These Terms of Use govern the installation and use of the Provectus Secure Contacts App. The Provectus Secure Contacts App (hereinafter referred to as “Secure Contacts” or “App”) is a software application of Provectus Technologies GmbH, Leopoldstraße 250b, 80807 Munich, Germany, (hereinafter referred to as “Provectus” or “Rights Holder”).

1. Permission / purpose of use

  1. The Secure Contacts App (“App”) is a software application for certain mobile devices of the company Apple (https://www.apple.com/). The App is application software, i.e. an executable program that performs one or more functions but is not relevant to the functioning of the iOS system itself.
  2. Only entrepreneurs within the meaning of Section 14 of the German Civil Code (BGB) (“Users”) are permitted to use the App. Use by consumers within the meaning of Section 13 of the German Civil Code (BGB) is not permitted. Access is only permitted with a Microsoft 365 corporate account. Use with private Microsoft accounts is not permitted.
  3. The User is the company which Provectus permits to use the App.
  4. Provectus grants revocable, non-exclusive, non-transferable and limited permission to access and use this App and the content it contains (see also Range of functions).
  5. The number of licences for which Provectus permits use (number of end users) shall be agreed with the User by contract. The User must ensure that no more end users use the App than agreed.
  6. The User grants Provectus the right to conduct an annual audit. Provectus may audit the use of the App (“Audit”), provided that Provectus gives 45 days’ prior written notice of the Audit. The User undertakes to assist Provectus with the Audit, to provide Provectus with assistance within a reasonable scope, and to grant Provectus sufficient access to information. In addition, the User undertakes to pay any underpaid fees within 30 days of receiving a written demand. If payment is not effected, Provectus shall be entitled to extraordinarily terminate the use of the App. The User agrees that Provectus shall not be liable for any costs incurred by the User as a result of assisting with an Audit.
  7. The permission granted to the User is only valid within the scope of application defined herein and within the limits of these Terms of Use.
  8. The purpose of the Secure Contacts App is to enable Users to use the company address book on Apple mobile devices without the company’s contact information being stored in the telephone/address book of the iOS device.
  9. The App is available free of charge in the AppStore. A licence key is required to activate the features. This shall be provided by Provectus. The licence key must be installed by an administrative end user with the aid of Microsoft Endpoint Manager (Intune). The Microsoft licences required for this must be purchased separately by the User.
  10. An administrative end user on the User’s side must activate the use of the App in the User’s tenant (Consent).
  11. In order to use the full range of functions, the App must be managed with Microsoft Intune. The Microsoft Intune licences must be provided by the User.
  12. Provectus shall provide the App to the Customer in the form of software leasing.
  13. Provectus does not guarantee the Customer access to the Internet or the operation of data lines or data networks as parts of the Internet.
  14. Unless otherwise agreed,:

    – the installation of the App;
    – the customer-specific adaptations and customising;
    – instruction, training and other consulting and maintenance services beyond the leasing of the App are not part of the subject-matter of the Agreement owed within    the scope of these services (see also Range of functions).

  15. The Customer is entitled to install and use the App exclusively for the agreed purpose.
  16. Provectus does not warrant that the App it provides for use is suitable for a specific purpose, unless such suitability was expressly promised in the product specifications of Provectus.
  17. The Customer’s right to use the App shall begin upon activation of the App and end upon expiry of the Customer’s right to use the App.
  18. The Customer is obligated to uninstall the App once the Customer’s right to use the App ends.
  19. Provectus is entitled to deactivate the App once the Customer’s right to use the App ends.
  20. The Customer is responsible for the backup of its data. This has been expressly pointed out to the Customer.

2. Scope of application

  1. The App is only available in German and English and can only be used by customers of Provectus (“Customer”).
  2. The content of this App is exclusively intended for users who can legitimately use this App. This includes in particular persons whose domicile or place of habitual residence is the Federal Republic of Germany.
  3. Excluded from the use of this App are persons whose countries prohibit the content of this App due to national restrictions, as well as persons who hinder the operation of the App or intend to do so. These persons are prohibited from using this App.

3. Range of functions

  1. The following range of functions is currently provided:

  a. Access to the personal Exchange address book;
  b. Access to the corporate address book;
  c. Caller identification of all previously specified contacts;
  d. Initiating phone calls, chats, SMS via Microsoft Teams and mobile phone;
  e. Encrypted storage of all data used by the App on the terminal device (encryption with Apple iOS mechanisms);
  f. Securing the App with Intune Policies (preventing data leaks);
  g. Securing access using Azure AD Conditional Access Policies (restricting the permitted devices).

2. The following data is used:

  a. First and last name;
  b. Company name;
  c. Position;
  d. All e-mail addresses saved;
  e. All telephone numbers saved.

4. Licence fees / minimum term / restrictions

  1. After activating the App, the User may use it without restrictions for test purposes for 30 days. At the end of the trial period, the possibility to use the App shall end if the User has not purchased any corresponding licences.
  2. The minimum term for the agreed number of end users is 12 months from the date the licence is sent by Provectus.
  3. Payment shall be made in advance upon purchase of the agreed licences by the User.
  4. The notice period for cancelling licences is 4 weeks to the agreed end of the term. Unless cancelled, the agreed licences shall automatically be extended for another 12 months. Payment for the extended licences shall be due at the start of the extension.
  5. During the term of the licences, the User may add additional licences for an appropriate fee. A reduction of in the number of licences is possible at the end of the agreed term.
  6. Provectus shall publish the prices for end user licences on the website: www.provectus.de/secure-contacts-app-en
  7. Provectus is entitled to demand an adjustment of the fee with effect from the beginning of a contractual year. Price adjustments shall be announced with at least 3 months’ notice to the end of the Agreement. If the Customer refuses to accept the price increase after it has been announced, the contractual relationship shall end after the agreed term.
  8. Pursuant to Section 158 (1) of the German Civil Code (BGB), the granting of rights shall not become effective until the Licensee has paid the full fee owed pursuant to No. 4 of this Agreement. The Rights Holder may also provisionally permit use of the software prior to this point in time. Such provisional permission shall not result in any transfer of rights pursuant to this paragraph.
  9. Provectus shall issue an invoice to the Licensee for the licences ordered by User. This invoice will also contain the bank details of Provectus.

5. Warranty and liability

  1. In the case of the free version of the Secure Contacts App, Provectus shall only be liable for intent and gross negligence. Any further liability is excluded.
  2. In the case of the fee-based version of the Secure Contacts App, Provectus shall be liable for the content or the functions, in each case only for intent or gross negligence, with the exception of personal injury or damage arising under the German Product Liability Act (ProdHaftG). In the case of ordinary negligence, liability shall only arise if a fundamental contractual obligation has been breached or in the event of default or impossibility. In these cases liability shall be limited to the typical foreseeable damage.
  3. Provectus does not warrant that the App or any function or content of this App will function or operate without interruption or otherwise error-free, that the App is free of viruses, other harmful components, free of third-party rights or suitable for any specific purposes.
  4. The liability of Provectus for consequential damage, in particular lost profits, is excluded.
  5. Nor is Provectus liable for any damage and/or losses in connection with the Customer’s commercial operations.
  6. Provectus points out that transmission errors or processing errors cannot be excluded with the technology used.
  7. If and to the extent that the User’s terminal device is operated in violation of Apple’s “Terms of Services”, Provectus excludes all liability for any damage that may arise through errors in the App or as a result of its misuse.
  8. Provectus assumes no liability for third-party systems. This includes in particular, but is not limited to, errors at Apple, errors in the IOS operating system, errors affecting the terminal device itself, errors in the particular mobile network used or in the telecommunications connection.
  9. Provectus assumes no liability for the use of third-party apps that are launched from the App, insofar as this is possible and permitted by the Customer.
  10. Provectus assumes no liability in the event of misuse or loss or theft of the terminal device or due to insufficient backup of the terminal device.
  11. Provectus is not liable for any damage caused by force majeure, riots, war events, natural phenomena or by other events for which it is not responsible, such as network disruptions or orders by public authorities in Germany or abroad.
  12. Provectus is not liable for cyberattacks perpetrated or triggered by third parties.
  13. With regard to the timeliness, completeness, correctness or accuracy of the content in the App, Provectus accepts no liability for third-party content.

6. Modifications to this App

  1. Provectus reserves the right to limit, extend, otherwise modify, suspend or completely discontinue the operation, services, functions as well as the content of the App at any time and without prior notice.
  2. The User should regularly read these Terms of Use in order to familiarise itself with possible amendments.

7. Copyright / trade secrets

  1. Provectus grants the Customer a simple, non-transferable and non-sublicensable right to use the App, limited in time to the duration of the leasing agreement. The rights are granted only to the User/Customer as the person responsible for the content and are not transferable without the consent of the Rights Holder.
  2. The Customer does not have the right:
    a. to reproduce or sell the App provided to it for use on a leasing basis;
    b. to procure for a third party their own right to use the App, or
    c. to use the App contrary to legal regulations or provisions stipulated by these Terms of Use and Licensing.
  3. Any violation of the provisions in this section may result in the use of the App being suspended. Provectus will suspend use only to the extent reasonably necessary. Unless Provectus believes that immediate suspension is necessary, Provectus will provide reasonable notice before suspending use.
  4. Provectus’ right to immediately and completely prohibit the Customer from using the App in the event of a violation of these provisions remains unaffected.
  5. Provectus claims trade secret protection for the source code of the App as well as for the operating function and appearance.

8. Property rights and copyrights /
rights to stored data

  1. Between the Parties, the User/Customer retains all rights to and ownership of its customer data.
  2. Provectus shall not acquire any rights to customer data with the exception of the rights that the Customer grants to Provectus for providing the App.
  3. The Customer shall not acquire ownership of the App provided for use by Provectus.

9. Technical restrictions

  1. The Customer is obliged to comply with all technical restrictions in the App that allow the Customer to use the App in a specific way.
  2. The Customer is not entitled to circumvent technical restrictions.

10. Free trial version

  1. By providing a free trial version of the App, Provectus grants the Customer the right to use the App provided, free of charge for a trial period of thirty (30) days. Usage of the app will be stopped after the trial period expires. The customer can then complete a form to apply for a further trial period of thirty (30) days. Contact details must be entered for this purpose.
  2. This right is granted to the Customer solely for testing purposes.
  3. At the end of the trial period, the Customer will automatically lose all rights granted with regard to the App provided. Notice of termination is not required.
  4. At the end of the trial period, Provectus shall be entitled to restrict the functions of the App at its own discretion.
  5. If and insofar as the Customer works with test data, the Customer shall be responsible for the data backup.
  6. At the end of the trial period, the Customer’s data will be deleted and the software will be uninstalled, unless the Customer and Provectus agree on a licence in accordance with these Terms of Licensing and Use.

11. Rights in case of defects

  1. Provectus is liable for the App largely functioning as described.
  2. The Customer shall immediately report any problems with the App to Provectus.
  3. In the event of defects in the App, Provectus is entitled, at its own discretion, to eliminate the defect free of charge or to deliver a replacement (subsequent performance). The defects can also be eliminated by providing the Customer with telephone, written or electronic instructions. Provectus may eliminate insignificant defects with the next update, as long as this is reasonable for the Customer.

12. Compliance with laws

  1. Provectus shall comply with the laws and regulations applicable to the provision of software in Germany.
  2. Provectus is not responsible for complying with laws or regulations applicable to the Customer or its industry.
  3. Provectus shall not determine whether customer data contains information that is subject to specific laws or regulations.

13. Data protection

  1. Provectus has implemented and complies with the provisions of the General Data Protection Regulation (GDPR) and the German Data Protection Act (BDSG).
  2. The general provisions regarding data protection can be viewed in the data protection section of the Provectus website. https://www.provectus.de/data protection/
  3. The Customer and Provectus agree that the Customer is the controller responsible for the personal data in the App.
  4. The Parties are obliged to comply with the provisions of the data protection laws with regard to the protection of personal data.
  5. The Parties are obliged to take the appropriate security measures to protect personal data against unauthorised access and misuse.
  6. For the download of Provectus software from the Apple Store or other app stores, the particular terms of use agreed between the customers and the store shall always apply, including with regard to data protection.
  7. Apple only provides Provectus with anonymised download figures. Personal data is not provided to Provectus.
  8. Provectus shall only process personal data of customers on the Customer’s explicit instructions and with the Customer’s consent.
  9. Logging can be activated in the App by the Customer in order to be able to send logs to Provectus in support cases, for example. This data will be sent to Provectus manually by the Customer itself and only with with the Customer’s consent.
  10. The Customer bears sole responsibility for determining whether the technical and organisational measures of the App meet the Customer’s requirements.
  11. The Customer is responsible for implementing and maintaining data protection mechanisms and security measures for software used by the Customer.

14. Miscellaneous

  1. Provectus reserves the right to have functions in connection with the operation of the App executed by third parties.
  2. Provectus reserves the right to modify or amend these Terms of Use in any way. The User should read these Terms of Use at the beginning of each visit to this App in order to familiarise itself with any possible amendments.
  3. These Terms of Use are subject to German law. The place of jurisdiction is Munich, insofar as this is legally permissible.
  4. If any provision of these Terms of Use should be or become invalid or unenforceable, this shall not affect the remaining provisions. In place of the missing or invalid provision, a provision shall be deemed to have been agreed which comes closest to the commercial purpose of the missing or invalid provisions originally intended by the Contracting Parties. The same shall apply in the event that the Agreement contains a gap or omission.