§ 1 Scope of application
These Terms of Use govern:
The provision and use of VistaSoft Monitor ("VSM").
VistaSoft Monitor is a cloud-based IoT platform in combination with at least one connected instance of the locally installed VSM server application.
1. the VSM server application has to be installed in the same local network with the Dürr Dental products to be monitored and records operating and fault data of the products to ensure service quality.
2. the platform, in combination with the locally installed software, enables service-relevant operating data of connected, compatible Dürr Dental SE products to be centrally collected and extracted. In addition, the settings of compatible products can be parameterized.
The exact scope of functions and the type of use are governed by these Terms of Use.
§ 2 Declaration of consent
By using VistaSoft Monitor, you signify your agreement to our Terms of Use.
§ 3 Deployment and installation
1. service-relevant product information is provided via the messaging (e-mail) or webhook interface. Device properties (nameplate, customer, location) and events of the equipment (alarms, warnings, information) are transmitted via this.
2. installation of VistaSoft Monitor server application is provided by the User's service team.
§ 4 Scope of services
1. Under this User Agreement, Provider agrees to provide User with access to VistaSoft Monitor's web-based user interface. The user interface allows the management of members and notifications. In addition, User may view device details and notification histories and adjust device settings. This access is a protected access in the form of an email password combination.
The user provides the provider with the selected email address to which the devices of the practices to be serviced are to be assigned. The user is created as a "service partner". He can then be selected by the customer in the user interface as a "service partner". Through the active selection and consent of the practice, the user receives the mentioned service information.
2. The Provider shall provide the following scope of VistaSoft Monitor services to the User:
a. The Provider shall ensure that the local server application of VistaSoft Monitor allows data transfer from the device to the IoT Platform. However, this can only be the case when the system requirements are met (see VistaSoft Monitor Manual). In this respect, due to the incalculability of the Internet connection quality, no guarantee is given regarding the transmission speed of the data. If the local server application is installed by the User at his end customer's site, care must also be taken to ensure that the system requirements are met.
b. The VSM server application is provided as an installer file via a download link. The User interface of the VistaSoft Monitor platform is used for User and notification management and is browser-based. It can be accessed and operated without installing a local application.
3. The User undertakes with regard to the provision by the Provider:
a. When installing the server application in the local practice network, the system requirements must be met.
b. After installation of the server application in the practice, the service partner corresponding to the User must be selected by the customer.
c. The disclosure and sale of the collected information to third parties is prohibited for data protection reasons. Further processing by third parties is only possible with the express permission of the Provider. This requires the written form
4. Further obligations of the User to cooperate:
a. The User shall provide the Provider with all information necessary for the provision of the agreed services without delay upon corresponding request. Information which the User recognizes or must recognize as being of importance for the provision of the services shall be provided to the Provider by the User even without a request. This applies in particular to changes made by the User to his technical equipment, insofar as these could have an effect on the service to be provided.
b. User's Username/password or other access information obtained by User from Provider for accessing VistaSoft Monitor shall be kept secret and disclosed to a limited group of persons only to the extent absolutely necessary. User shall promptly change any default passwords provided to User by Provider after they are provided to User. If the User becomes aware that unauthorized third parties are or may be aware of the passwords, the User shall notify the Provider thereof without undue delay. If the User does not change the passwords or does not notify the Provider of a breach of confidentiality of the passwords, the User shall bear full legal responsibility for the password misuse.
c. The User shall immediately notify the Provider in writing of any change in his legal form, address, telephone number or bank details and of any fundamental changes in his financial circumstances (e.g. application to open insolvency proceedings, inability to pay). Costs caused by a culpable delay in the transmission of such data shall be reimbursed by the User to the Provider.
d. The User shall perform its duties to cooperate with the Provider free of charge.
e. These obligations to cooperate are contractual primary obligations of the User.
§ 5 Service offer of the provider
If, contrary to expectations, performance problems should occur with regard to the above scope of services, the Provider shall provide the User with technical support ("Service").
The telephone service will immediately take care of the service disruption within the known response times of the hotline. The User shall be responsible for notifying the Provider's service of any service disruption that arises or exists. The User shall write this notification in as much detail as possible in order to enable a quick and efficient elimination of the service disruption. Only after a corresponding notification is it possible for the Service to remedy the service disruption. In this context, there is no entitlement to a remedy of the service disruption within a certain time frame. Nevertheless, the Provider assures not to culpably slow down the elimination of a service disruption. In this regard, it is also pointed out that the telephone service is only available within a certain time frame. These are: Mon-Thu from 08:00-17:30 (CEST) and Fri from 08:00-16:30 (CEST).
§ 6 Liability
1. The Supplier shall be liable without limitation in cases of the express and written assumption of a guarantee or a procurement risk, in cases of property damage or financial loss caused intentionally or by gross negligence, and for intentional or negligent injury to life, limb or health.
2. The liability according to the product liability law remains unaffected.
3. In the event of a slightly negligent breach of duty, the provider shall only be liable for material contractual obligations, the fulfillment of which is essential for the proper execution of the contract, the breach of which jeopardizes the achievement of the purpose of the contract and the observance of which the user regularly relies on (so-called cardinal obligations). However, the provider's liability is limited to the typical damage foreseeable at the time of the conclusion of the contract. In addition, liability is limited to the sum insured under the provider's liability insurance.
4. If the creation of data backups is not a service that the Provider has expressly assumed, the Provider shall only be liable for the loss or damage of data and its restoration to the extent that this loss could not have been avoided through reasonable precautionary measures, in particular the daily creation of backup copies of all data and programs.
§ 7 Impairment of Performance
1. the Provider shall remedy any malfunctions by the aforementioned service center within a reasonable period of time, provided that the malfunction is within the Provider's area of responsibility and the Provider has been informed accordingly.
2. The user is obligated to immediately notify the provider in writing of any recognizable defects or malfunctions and to support the provider to a reasonable extent in the removal of the malfunction.
3. if the verification of a malfunction report shows that there was no malfunction of VistaSoft Monitor, User shall compensate Provider for the expenses incurred for the verification of the malfunction, if User could have reasonably detected during the troubleshooting that the malfunction was not caused by Provider.
4. If software provided by the Provider is no longer offered and support for it also ends (end of maintenance, end of mainstream support), the Provider shall inform the User of this and specify the date on which support expires. In particular, the Provider shall inform the User that no further measures will be taken to adapt the Software, especially in the case of existing security vulnerabilities or new attack methods. Any resulting compatibility and security implications are therefore the responsibility of the User.
5. the provider cannot be obligated in such a way that a complete protection of the user's infrastructure is achieved by provided security solutions. The provider uses known or proven tools that are regularly updated. Nevertheless, the provider cannot exclude the possibility that, for example, a new attack method reaches the user's networks and the components connected to them before the manufacturers of these tools have issued an update that detects this attack method. This is due to the fact that, by its very nature, there is always a certain period of time between the appearance of a new attack method and the reaction of the security software manufacturers. Therefore, the provider cannot commit itself with regard to the absolute security of the infrastructure to be protected.
6. Vendor may suspend VistaSoft Monitor at any time if necessary to:
• Perform maintenance to maintain the quality of VistaSoft Monitor,
• comply with a governmental and/or court order,
• to fulfill an obligation in the performance of which the Provider is hindered by the User,
• stop any use that is clearly illegal or abusive.
§ 8 Licensing Rights
1. user is granted a simple, non-exclusive and non-transferable right to use VistaSoft Monitor and any subsequent additions for the duration of the contract period for the intended use of the contractual software. To the extent that third parties assert claims against the User with respect to VistaSoft Monitor for infringement of third party rights, the Provider shall indemnify the User against such claims, reserving to the Provider the appropriate defense measures, settlement negotiations and the conduct of any litigation.
2. the user will immediately notify the provider in writing of any claims asserted against him and will only acknowledge them with the provider's written consent.The user is obliged to support the provider adequately in the conduct of legal disputes and settlement negotiations.
3. If software is provided by the user, the user grants the provider all rights of use necessary to achieve the purpose of the contract. If claims are asserted against the Provider by third parties due to an alleged infringement of property rights in connection with the software provided by the User, the User shall be obligated to indemnify the Provider against such claims, unless the Provider is responsible for the infringement.
§ 9 Force Majeuere
1. the supplier is not responsible for delays in delivery and performance due to force majeure events.
2. events of force majeure shall be deemed to include in particular strikes, lawful internal company industrial action, war, terrorist attacks, pandemics, riots, forces of nature, fire, sabotage attacks by third parties (such as through denial of service attacks) or the loss of permits through no fault of the parties. The parties shall inform each other immediately and in writing of the occurrence of events of force majeure.
§ 10 Work Results
Work results are the developments and results created during the use of VSM, in particular know-how, inventions, results protected by copyright, computer programs as well as documentation, reports, improvement inventions, technologies, concepts and processes as well as data, documents, materials, drawings, designs, software, prototypes, samples. The supplier is entitled to the results of the work, unless otherwise expressly agreed. Source code and central software components, i.e. in particular the platform with which the software interacts on the gateways to be developed and the apps, as well as radio protocols used by the Provider or parts thereof, are not part of the work results. Inventions, developments, industrial property rights, rights of use or other rights are not work results and shall also remain with the Provider if these already existed prior to the conclusion of the respective contract or arise with the Provider independently of the development services. Rights and obligations from open source licenses remain unaffected.
§ 11 Other
1. German law shall apply exclusively.
2. Place of jurisdiction is Heilbronn
3. Should any provision of these Terms and Conditions be or become invalid, the validity of the remaining provisions shall not be affected. The invalid provision shall be replaced retroactively by the valid provision that comes closest to the meaning and purpose of the invalid provision. The same shall apply to the filling of any loopholes.