Terms of use

Last updated: 01.12.2019

 

The German version of this document will govern our relationship - this translated version is provided for convenience only and will not be interpreted to modify the German version. For the German version, please go to www.expocloud.com/de/legal.

 

PREAMBLE

By agreeing to the Terms of Use, the Terms of Use become part of the contract between you (hereinafter: CUSTOMER) and EXPOCLOUD.

EXPOCLOUD offers free and paid software subscriptions to companies. In addition to these subscriptions, rental contracts can be concluded via Wifi sensors, which can be used to collect data at trade fairs and events. The services offered by EXPOCLOUD can only be used by the CUSTOMER with the consent of these terms of use. The terms of use apply to all services offered by EXPOCLOUD.

 

 

1 General

1.1 Scope/Applicability

(1) These Terms of Use apply to the contracts concluded between EXPOCLOUD and the CUSTOMER, unless expressly agreed otherwise by written agreements between the parties. These Terms of Use, together with the order, the EXPOCLOUD website privacy policy, the EXPOCLOUD Download and Access to the App (General), the EXPOCLOUD Services and App for EXPOCLOUD CUSTOMER Services and App, the Agreement on Order Processing, and the EXPOCLOUD Products & Services Overview (all available under www.expocloud.com/en/legal), constitute the entire contract betweenthe contractors for the software subscriptions, the software subscriptions, the hardware rental and the consulting services of EXPOCLOUD. EXPOCLOUD objects to and disclaims all additional or otherwise provided by the CUSTOMER, including those incorporated by the CUSTOMER into the order, acceptance or website.

(2) In the event of a conflict between the Terms of Use and the specific Order, the terms of the Order shall prevail, but only in relation to the order in question.    

(3) CUSTOMERS may not use the EXPOCLOUD Services if the use or use of the EXPOCLOUD Services is prohibited by law in accordance with the laws of the country in which the CUSTOMER is established or from which the CUSTOMER accesses or uses the EXPOCLOUD Services.

(4) EXPOCLOUD may update and modify these Terms of Use in whole or in part. If EXPOCLOUD updates or alters these Terms of Use, the updated Terms of Use for CUSTOMER will be published on www.expocloud.com/en/legal  and EXPOCLOUD will notify CUSTOMER by email or in-app notification.

If an amendment is not objected to within six weeks of receipt of the notification, the changes shall be deemed to be accepted. The customer shall be informed separately of the right to object and the legal consequences of silence in the event of a change in the terms of use. If the  CUSTOMER notifies EXPOCLOUD in writing or via the online system, the CUSTOMER's subscription for the remainder of the term will continue to be subject to the terms of use that were in force prior to the relevant change in the CUSTOMER Terms of Use.

 

 

1.2 CUSTOMER access to EXPOCLOUD services

(1) The services of EXPOCLOUD are only available to companies and legal entities under public law.      

(2) The CUSTOMER shall designate the data necessary for the conclusion and execution of the respective contract with EXPOCLOUD, in particular its company data, invoice data and a contact person. Upon conclusion of the respective contract between EXPOCLOUD and the CUSTOMER for the respective agreed time, the CUSTOMER has access to the respective selected services in accordance with these Terms of Use.       

(3) The CUSTOMER will generate a "User ID" and a password for access to the use of the EXPOCLOUD services, which are necessary for further use. The CUSTOMER is obliged to keep "User ID" and password secret and not to make it accessible to third parties.              

(4) Via the CUSTOMER login, the CUSTOMER has the possibility to grant the employees in his company their own access authorizations and to configure them according to their needs. The CUSTOMER is responsible for ensuring that the information provided by him and his employees is true and complete. It undertakes to notify EXPOCLOUD without delay     in writing or via the online system of any future changes to the information provided.

(5) EXPOCLOUD is entitled to block a CUSTOMER's access to EXPOCLOUD if there is reasonable suspicion that he has violated these Terms of Use. The CUSTOMER may avert these measures if it removes suspicions by presenting appropriate evidence at its own expense.             

(6) All logins are individualized and may only be used by the respective authorized CUSTOMER. The CUSTOMER is obliged to keep the login and password secret and to protect it from unauthorized access by third parties. The CUSTOMER is also responsible for the confidentiality of the employee logins and will instruct his employees accordingly. In case of suspicion of abuse by a third party, the CUSTOMER will inform EXPOCLOUD of this immediately. In particular, an employee who has a login must be notified immediately. EXPOCLOUD reserves the right to change a CUSTOMER's login and password; in such a case, EXPOCLOUD will inform the CUSTOMER of this immediately.              

(7) Actions using the respective login of a CUSTOMER are generally attributable to the CUSTOMER. FOR declarations made by third parties under the login of the CUSTOMER, CUSTOMER is liable to a foreseeable extent in accordance with the principles of a contract with protective effect for the benefit of third parties, if CUSTOMER is at fault for the use of their login by third parties.             

 

 

1.3 Permissible use of EXPOCLOUD services

(1) The services of EXPOCLOUD are provided by the customer only in a lawful, reasonable (e.g. no uploading of files containing viruses; no misuse or fraudulent use; no use against good faith) and the terms of use appropriate framework. CUSTOMERS comply with all applicable laws, including relevant export laws, when using the EXPOCLOUD Services.              

(2) There are an above-average number of abuse complaints in some sectors, which can directly prevent EXPOCLOUD from providing the EXPOCLOUD services properly to other customers. In order to protect CUSTOMERS, EXPOCLOUD reserves the right to discontinue the use of the EXPOCLOUD services if the CUSTOMER is active in one of these industries. These limited industries include:            

  • Escort and dating services
  • Gambling services or products

(3) The EXPOCLOUD must be reported to the EXPOCLOUD for suspected violations of the Terms of Use. It is one of the principles of EXPOCLOUD to investigate and respond to all such reports in an appropriate manner.          

 

 

1.4 Rights and Obligations of EXPOCLOUD

(1) In the provision of services and the processing of customer data, EXPOCLOUD complies with all national and European laws. Customer data means all data that the CUSTOMER transmits or collects via the respective subscription.        

(2) EXPOCLOUD reserves the right to disclose any information at any time, provided that it is compelled to do so by law, regulations, requirements of legal proceedings or regulatory requirements. Accordingly, the CUSTOMER acknowledges that EXPOCLOUD may disclose information regarding the use of all EXPOCLOUD services if this is necessary for the fulfilment of our legal or regulatory obligations, a request by an authority, a court order, a court summons with the threat of punishment or any other legal proceeding. In the event of such disclosure, EXPOCLOUD shall notify the CUSTOMER, unless EXPOCLOUD is obliged to maintain confidentiality about the disclosure.    

(3) EXPOCLOUD may remove prohibited materials and deny access to any person who violates this Agreement, but EXPOCLOUD is not obligated to do so.          

 

 

2 SOFTWARE SUBSCRIPTIONS

2.1 Software Solutions

EXPOCLOUD offers the customer two different software solutions in subscriptions, depending on the subscription of different versions: (1) Event Resource Management and (2) Event Metrics. The software solutions can be used independently selected by the CUSTOMER of EXPOCLOUD. It is also optionally possible to use the two solutions in combination. Sensors (hardware) can also be rented to the event metrics software. Unless otherwise agreed in an order, the software solutions are subject to the following subscriptions:

(1) Event-Resource-Management: Event-Resource-Management Free, Event-Resource-Management Starter, Event-Resource-Management Professional, Event-Resource-Management Enterprise.             

(2) Event-Metrics: Event-Metrics Free, Event-Metrics Starter, Event-Metrics Professional, Event-Metrics Enterprise.          

  

 

2.2 Abonnement categories

EXPOCLOUD offers subscriptions in two main categories: (1) Free Subscriptions and (2) Paid Subscriptions. Different subscription categories have different conditions. These are described in this section. Unless otherwise agreed in an order, the products fall under the different subscription categories as follows:

(1) Free Subscriptions: Event Metrics Free and Event Resource Management Free, as well as any other products for which you do not pay us a subscription fee.          

(2) Paid Subscriptions: Event Metrics Starter, Event Metrics Professional, Event Metrics Enterprise, Event Resource Management Starter, Event Resource Management Professional, Event Resource Management Enterprise, and Paid Upgrades for these products.            

 

 

2.3 Software release within the scope of subscriptions

(1) ExpoCLOUD makes the respective software available to the CUSTOMER via the Internet for the duration of the subscription chosen by the CUSTOMER. EXPOCLOUD provides SaaS services as part of the subscriptions for the CUSTOMER. For this purpose, EXPOCLOUD sets up the software on a server that can be reached via the Internet for the CUSTOMER.       

(2) The current functionality of the software is derived from the overview of the products and services of EXPOCLOUD (available under  www.expocloud.com/en/legal).

(3) EXPOCLOUD is constantly developing the software and will improve it through ongoing updates and upgrades.  

(4) The CUSTOMER is entitled to make the software available to its end customers, for the duration and to the extent as shown in the service description of the respective subscription. The CUSTOMER uses the software on its own name and account for end customers. EXPOCLOUD has no contractual relationship with the end customers of the CUSTOMER.       

 

 

2.4 Softwarenutzungsrechte

(1) EXPOCLOUD grants the CUSTOMER the non-exclusive and non-transferable right to use the software referred to in this Agreement for the duration of the contract within the framework of the SaaS Services as intended.       

(2) The CUSTOMER may only edit the software if this is covered by the intended use of the software according to the current service description.    

(3) The CUSTOMER may only reproduce the software if this is covered by the intended use of the software according to the current specifications. The necessary duplication also includes loading the software into the memory on the provider's server, but not even temporarily installing or storing the software on disks (such as hard drives o         . Ä. ) of the hardware used by the CUSTOMER.

(4) If EXPOCLOUD provides enrichment data to the CUSTOMER, the CUSTOMER may only use this enrichment data in connection with the use of the Subscription Service (unless the CUSTOMER has a source other than the Subscription Service for such enrichment data). Enrichment data means the data provided by EXPOCLOUD to the CUSTOMER as part of the respective subscription service, as well as crowdsourcing data. Enrichment data does not include data that allows conclusions to be drawn about individuals. Using this enrichment data, EXPOCLOUD provides the CUSTOMER with practical event management solutions, depending on your subscription. EXPOCLOUD can obtain enrichment data from public sources or from external providers as well as from internally available data sources. Enrichment data may be made available to the CUSTOMER based on customer data. Except in the cases described in the "Privacy and Data Processing" section, EXPOCLOUD does not use CUSTOMER data to enrich the data of other parties. The enrichment data provided by EXPOCLOUD may come from external service providers or public sources.

 

 

2.5 Impairment of accessibility

(1) Adjustments, amendments and additions to the SaaS services at issue in the Contract, as well as measures designed to detect and remedy malfunctions, shall only be subject to a temporary interruption or impairment of accessibility. if this is absolutely necessary for technical reasons.

(2) Monitoring of the basic functions of the SaaS services shall be carried out on a daily basis. EXPOCLOUD will inform the customer of the maintenance work immediately and carry out it in the shortest possible time according to the technical conditions. If the troubleshooting is not possible within 12 hours, EXPOCLOUD will notify the CUSTOMER by e-mail within 24 hours, stating reasons and the period expected to be used for the correction of the error.

 

 

2.6 Subscription Restrictions and Changes by EXPOCLOUD

(1) The restrictions on the CUSTOMER's software subscriptions are indicated in the order form, in this agreement or in the overview of the products and services (available under www.expocloud.com/en/legal). For free subscriptions, these restrictions can also be simply stated in the product itself.

(2) EXPOCLOUD may make changes to the restrictions on software subscriptions in the overview of products and services (available under www.expocloud.com/en/legal). EXPOCLOUD undertakes to inform the CUSTOMER of this in good time. If EXPOCLOUD changes the restrictions on software subscriptions in the overview of products and services that would have a negative impact on the CUSTOMER, these changes do not apply to the current subscription.

An automatic subscription renewal with the changes made can occur if the changes do not have a negative effect on the CUSTOMER.

If a change has a negative effect on the CUSTOMER, the subscription will only be renewed if the CUSTOMER expressly agrees to these changes. If the CUSTOMER does not agree to the negative change of the subscription, an automatic renewal is excluded.

(3) EXPOCLOUD may change the restrictions on the use of the free services at any time in its sole discretion without informing the CUSTOMER. This does not apply if the agreed free service is provided in conjunction with rented hardware and is required to use the hardware. For the period of the fee-based rental, the free software required and agreed to use the hardware must also be provided.         

 

 

2.7 Subscription changes by the CUSTOMER

(1) CUSTOMERS may not downgrade Starter, Professional and Enterprise subscriptions during the agreed term to avoid charges.           

(2) The subscription fee will remain unchanged during the subscription period unless CUSTOMERS (i) perform upgrades to products or basic packages, (ii) subscribe to additional features or products, or (iii) another agreement has been made in the order .             

(3) After an upgrade of the subscription (number of users, number of customer groups, number of items, etc.) the subscription fee will not be reduced, even if the CUSTOMER subsequently determines that the upgrade is not necessary.       

 

 

2.8 Software changes

(1) Occasionally, EXPOCLOUD makes changes to the software, for example by adding or deleting features or functions. This is done to improve the experience of the CUSTOMER as a user and the software. For this reason, EXPOCLOUD will only make changes that are reasonable for the CUSTOMER. 

(2) For paid subscriptions, EXPOCLOUD does not make any software changes that significantly reduces functionality during the subscription period. Only changes are made that are reasonable for the CUSTOMER against the background of the legitimate interest of EXPOCLOUD.     

(3) For free subscriptions, EXPOCLOUD may make software changes that may significantly reduce the functionality provided by EXPOCLOUD during the subscription period. This does not apply if the agreed free service is provided in conjunction with rented hardware and is required to use the hardware. For the period of the fee-based rental, the free software required and agreed to use the hardware must also be provided.              

 

 

2.9 Term and Renewal Software Subscription

(1) The term of the initial software subscription is indicated in the CUSTOMER's order. Unless otherwise stated in the order or otherwise notified by a notice, your software subscription will automatically be renewed for the respective subscription term.

(2) In principle, the prices stated in the respective order apply to renewals.          

(3) EXPOCLOUD reserves the right to adjust the price of the respective subscription in the event of automatic renewal. The adjustment may only be made on the basis of changing market conditions, significant changes in procurement or provisioning costs, or changes in VAT or similar taxes. In addition, EXPOCLOUD reserves the right to adjust the price accordingly in the event of significant changes in the consumer price index of the Federal Statistical Office. An increase of 0.5 percentage points or more compared to the same period of the previous year is considered to be a significant change. Such price adjustments must be announced by EXPOCLOUD to the CUSTOMER at least thirty (30) days prior to use or via the online system.   

 

 

2.10 Communication on non-renewal

(1) The subscription will be automatically renewed in accordance with the "Term and Renewal Software Subscription" section above, as long as no party informs that the renewal is not intended.    

(2) Unless otherwise stated in the order, if the respective party does not wish to renew a paid subscription, the respective party must notify the non-renewal in writing with a period of at least ten (10) days before the end of the subscription period.           

(3) In order to prevent an extension of the term of a free subscription, both the CUSTOMER and EXPOCLOUD may close the CUSTOMER account. There is no need to report on this. This does not apply if the agreed free service is provided in conjunction with rented hardware and is required to use the hardware. For the period of the fee-based rental, the free software required and agreed to use the hardware must also be provided.              

 

 

2.11 Warranty

(1) EXPOCLOUD guarantees the operational and operational readiness of the SaaS Services within the framework of the subscriptions in accordance with the provisions of this Agreement. ExpoCLOUD eliminates all software errors in accordance with the technical possibilities. An error occurs when the software does not fulfill the functions specified in the service description, provides incorrect results or otherwise does not function properly, so that the use of the software is impossible or restricted.        

(2) If the CUSTOMER determines that the subscription service is defective, the CUSTOMER must inform EXPOCLOUD in writing. EXPOCLOUD will correct any material defects within a reasonable period of time. If this is not possible, EXPOCLOUD will refund the CUSTOMER the pro rata amount of fees that have actually been paid for unresolved material defects.             

(3) The CUSTOMER shall not have any claims for defects within the meaning of this Section if (i) he has violated this Agreement when using the Subscription Service and has therefore caused the defect, (ii) it is a defect within the scope of the free services provided by EXPOCLOUD, the fraudulently concealed by EXPOCLOUD.    

(4) EXPOCLOUD ensures the operation and accessibility of the SaaS service of 99.5%. The operation and accessibility are calculated on a monthly basis. EXPOCLOUD assumes no liability for any further accessibility. EXPOCLOUD is entitled to make updates, changes to the software and maintenance work. Within these times, the usability of the platform may be limited or impossible. The above-mentioned accessibility ratio does not include announced maintenance time, updates and changes to the software.              

 

 

2.12 Fees for Software Subscriptions

(1) The CUSTOMER undertakes to pay EXPOCLOUD the agreed fee plus statutory VAT for the provision of the software and the provision of storage space. Unless otherwise agreed, the remuneration is based on the EXPOCLOUD Products & Services overview valid at the time of conclusion of the contract (available under www.expocloud.com/en/legal).

(2) The customer must raise objections against the billing of the services provided by EXPOCLOUD in writing to the body indicated on the invoice within a period of six weeks after receipt of the invoice. After expiry of the aforementioned period, the settlement shall be deemed to have been approved by the CUSTOMER. ExpoCLOUD will draw particular attention to the importance of its behaviour by sending the invoice.    

 

 

2.13 Termination Software Subscription

(1) The subscription term ends in principle with the expiry date, as long as there is no automatic renewal. In principle, there is no ordinary right of termination. Early cancellation of the paid subscription is not possible. EXPOCLOUD will not refund if the CUSTOMER decides not to continue using the EXPOCLOUD subscription during the subscription period.              

(2) EXPOCLOUD may suspend, restrict or terminate the free subscriptions at any time, for any reason and without notice. EXPOCLOUD may also cancel the free subscription due to inactivity. This does not apply if the agreed free service is provided in conjunction with rented hardware and is required to use the hardware. For the period of the fee-based rental, the free software required and agreed to use the hardware must also be provided.            

 

 

2.13.1 Termination for important reason

It remains the right of each Party to terminate the contract without notice for important reasons. In particular, the contracting parties shall be entitled to terminate the contract without notice if payments due despite a reminder and the setting of a grace period have not been made or if the contract for the respective software subscription, to which this user agreement also belongs, is were infringed in a manner that was unreasonable for him. In any case, termination without notice presupposes that the other part is warned in writing and asked to remove the alleged reason for termination without notice within a reasonable period of time.

 

 

2.13.2 Effect of termination or expiration

(1) If a paid subscription is terminated or expires, the CUSTOMER may make a request for the deletion of its EXPOCLOUD account by sending a corresponding application to privacy@expocloud.com.  The CUSTOMER is bound by this agreement as long as he has access to his EXPOCLOUD account.

(2) Upon termination or expiration of this agreement, the CUSTOMER shall cease all use of the Subscription Service and EXPOCLOUD Content. At the request of EXPOCLOUD, the CUSTOMER confirms in writing that it has discontinued the use of all EXPOCLOUD enrichment data.            

(3) If the CUSTOMER terminates this Agreement for good cause, EXPOCLOUD will immediately refund any fees already paid but not yet used to cover the use of the Subscription Service for the period following its termination. If EXPOCLOUD terminates this Agreement for good cause, the CUSTOMER will immediately pay all unpaid fees due until the end of the subscription period. Fees are otherwise non-refundable.        

 

 

2.13.3 Retrieving customer data after subscription has been terminated

(1) For the paid subscriptions of EXPOCLOUD, EXPOCLOUD stores the customer data at least thirty (30) days after the termination or expiration of the subscription.    

If the CUSTOMER has paid all due fees and sends a written request to EXPOCLOUD within thirty (30) days of the termination or expiry of the paid subscription, EXPOCLOUD grants the CUSTOMER temporary access to the Subscription Service, so that the CUSTOMER can retrieve all customer data under the control or possession of EXPOCLOUD at that time, or EXPOCLOUD transmits corresponding copies of such Customer Data. If EXPOCLOUD grants the CUSTOMER temporary access to the account, EXPOCLOUD may charge a reasonable reactivation fee for this. EXPOCLOUD may refuse access to customer data until the CUSTOMER has paid all fees owed to EXPOCLOUD. After thirty (30) days after termination or expiration of the subscription, EXPOCLOUD is no longer obliged to retain or provide the Customer Data and, unless prohibited by applicable law, may delete all Customer Data that is included in its systems or otherwise under their control.

(2) For free subscriptions, EXPOCLOUD will no longer grant the Customer access to Customer Data after the cancellation or expiration of the Subscription.       

 

 

3 RENTAL CONTRACTS FOR HARDWARE (sensors)

3.1 Rental Agreement Categories

For the automated collection of data at trade fairs and events, EXPOCLOUD offers THE CUSTOMER WIFI sensors for rent. The CUSTOMER can install them at the site (fair or event). Depending on the equipment of the sensors, they communicate with the EXPOCLOUD platform via a mobile phone or network connection and generate automated measurement data there.

We offer our sensor rental in two categories: (1) event rental and (2) period rental. Different rental categories are subject to different conditions. These are described in this section. Unless otherwise agreed in an order, the products fall under the following categories:

(1) Event rental: Sensors can be rented for a single event. To order a single-time rental sensor, a valid software subscription event metrics free, event metrics starter, event metrics professional or event metrics enterprise is required.       

(2) Period rental: Sensors can be rented for a period of time. In this case, the customer can manage the sensors themselves and assign events. To order a period-rental sensor, a valid Software Subscription Event Metrics Starter, Event-Metrics Professional, or Event-Metrics Enterprise is required.   

 

 

3.2 Deployment of sensors

(1) EXPOCLOUD provides the CUSTOMER with the desired quantity and configuration of sensors on order.            

(2) EXPOCLOUD delivers the desired quantity of sensors to the CUSTOMER after the corresponding written order or via the online order form by the CUSTOMER. However, delivery and provision of services is always subject to availability. EXPOCLOUD is not liable for the unavailability of sensors and the resulting delays, loss of profit and damage to the CUSTOMER.        

(3) The delivery of the rental goods takes place at the risk of EXPOCLOUD to the specified place of delivery. The costs of delivery of the rental item (shipping costs) shall be borne by the CUSTOMER.              

(4) The hardware shall be provided in English, including a quick-start guide to the instructions for setting up and connecting it. Instruction and training are not due on the part of EXPOCLOUD.     

 

 

3.3 Commissioning of the sensors

(1) With regard to the provision of the sensors, the CUSTOMER confirms with the commissioning of the sensors that these were handed over in accordance with the contract and without defects. The CUSTOMER must therefore check the supplied sensors for functionality immediately after delivery.        

(2) The CUSTOMER shall ensure that the hardware has access to the Internet. If there is no internet connection at the installation site, e.g. due to insufficient network coverage, the data in the sensor is recorded encrypted instead of being transmitted directly to the EXPOCLOUD platform via the Internet. Due to the lack of an internet connection, the usual automatic monitoring of the devices is no longer necessary. After the closing of the registration period (e.g. end of a trade fair or event), the collected data can be transmitted to the EXPOCLOUD platform. To do this, the sensor on which the data is stored offline must be connected to a local network (automatic IP assignment (DHCP) with Internet access by means of a network cable, or power in a place with network coverage.           

(3) The distribution (assembly, assembly, etc.) of the individual sensors, if necessary. also to end customers of the CUSTOMER and their parameterization in the EXPOCLOUD platform is carried out by the CUSTOMER itself. EXPOCLOUD is therefore not responsible for the effective interaction in the evaluation of the data generated by these sensors.   

 

 

3.4 Updating hardware & firmware

(1) EXPOCLOUD reserves the right to reclaim individual or all sensors and their accessories for update purposes or as part of system changes with a notice period of 2 weeks and to be reclaimed by other devices with the same or improved functionality. Replace. However, the CUSTOMER does not claim to such an update.       

(2) EXPOCLOUD also reserves the right to update the sensors via remote software update as required. Unless, for example, due to security risks, there is a risk of delay in updating the sensors, EXPOCLOUD will announce the updates 5 days in advance and carry out them outside business hours. Unless the sensors are connected by mobile phone, the parties will agree separately on the implementation of necessary updates. If an update is not possible within 5 days and the CUSTOMER is responsible for this and malfunctions result from it, EXPOCLOUD is not liable. 

(3) The CUSTOMER shall allow EXPOCLOUD or third parties commissioned by this to maintain the hardware in their premises or oblige its customers in such a way that EXPOCLOUD can also perform these maintenance services at the place where the hardware is used.              

 

 

3.5 Use of sensors

(1) The CUSTOMER uses the sensors on his own name and account at trade fairs and events. The sensors may also be used by registered end customers of the CUSTOMER. The use of the sensors is permitted exclusively for the purpose set out in this contract of measuring visitors at trade fairs and events by the CUSTOMER and its end customers.              

(2) It is the task of the CUSTOMER or its end customers to inform visitors of the area in which sensors are used in an appropriate manner about the use of the sensors. Visitors to the relevant area must be able to avoid detection by the sensors by giving them instructions on how to deactivate the WLANfunction of their mobile device.

(3) The CUSTOMER must observe the installation and operating conditions of the sensors as they arise from the operating instructions and documentation. The CUSTOMER must convince itself that the sensors have been properly installed and to guide its end customers with appropriate information. The sensors must be treated with care, installed only in dry and protected places and protected against theft, damage or misuse by third parties. 

(4) The CUSTOMER EXPOCLOUD shall provide information about the locations and end customers in the event of official enquiries. The official request must be proven by EXPOCLOUD.  

(5) The CUSTOMER shall not make any changes to the hardware without the prior consent of EXPOCLOUD, either externally or technically. Opening the sensor box results in irreparable damage to the sensor. The CUSTOMER must oblige its end customers accordingly.       

(6) If the CUSTOMER engages other analysis service providers, EXPOCLOUD must be informed and the data protection regulations must be complied with.        

(7) The CUSTOMER shall use the sensors exclusively for the purpose described and in the geographical area of use of the sensor. The CUSTOMER is liable for damages resulting from the inappropriate use of the sensor or the use of the sensor outside the geographical area of use.            

 

 

3.6 Data & Storage

The sensors installed at customers or end customers transmit the collected data to the EXPOCLOUD platform via a secure internet connection (https). EXPOCLOUD stores the collected data in a virtual multi-client system (EXPOCLOUD platform) that is logically created for the CUSTOMER.

 

 

3.7 Term and extension of the hardware rental

(1) The term of the initial hardware rental is indicated in the order of the CUSTOMER. In the event that it is a period rental and unless otherwise stated in the order or otherwise communicated by a notification, the hardware rental is automatically extended by the respective initial rental period.  

(2) In principle, the prices stated in the respective order apply to renewals.          

(3) EXPOCLOUD reserves the right to adjust the price of the respective rental in the event of automatic renewal. The adjustment may only be made on the basis of changing market conditions, significant changes in procurement or provisioning costs, or changes in VAT or similar taxes. In addition, EXPOCLOUD reserves the right to adjust the price accordingly in the event of significant changes in the consumer price index of the Federal Statistical Office. An increase of 0.5 percentage points or more compared to the same period of the previous year is considered to be a significant change. Such price adjustments must be announced by EXPOCLOUD to the CUSTOMER at least thirty (30) days prior to use or via the online system.   

 

 

3.8 Notification of non-renewal

(1) The period-rental shall be automatically extended in accordance with the above section entitled "Duration and renewal of hardware rental" as long as none of the contracting parties informs that the extension is not intended.

(2) Unless otherwise stated in the order, the EXPOCLOUD or the CUSTOMER, if the respective contracting party does not wish to renew the hardware rental, must cancel the non-renewal in writing with a period of at least ten (10) days before the end of the rental period. Tell.       

 

 

3.9 Warranty

(1) EXPOCLOUD shall receive the rental items for the entire duration of the rental period in the condition suitable for contractual use. For this purpose, EXPOCLOUD shall have the necessary maintenance and repair measures carried out itself or by third parties commissioned by it. As soon as errors that are recognizable to the CUSTOMER occur or system limitations or failures become foreseeable, the CUSTOMER must inform EXPOCLOUD immediately.           

(2) EXPOCLOUD will repair defective sensors free of charge or replace them with a defect-free device (replacement delivery) if the defect is not the fault of the CUSTOMER or its end customer.           

(3) If EXPOCLOUD does not remove the limitation of the suitability for use for a second reasonable time limit, the CUSTOMER shall be entitled, at his option, to remedy the defect or to terminate the rental contract in respect of the defective rental item. The CUSTOMER is only entitled to terminate the entire rental agreement if a significant number of rental items are not available for contractually agreed use.    

(4) The data generated by the sensors and their evaluability are only guaranteed in the context of medium-sized and goodness. Statistical deviations and blurring of data accuracy resulting from anonymization and aggregation must always be taken into account. EXPOCLOUD is not liable for economic decisions based on the data and configured.

(5) For the failure of individual sensors, even if this is responsible for EXPOCLOUD and in the latter case the replacement procurement or repair was carried out immediately, the CUSTOMER is not entitled to a reduction, even if the data base thereby reaches a greater blur lim. The same applies to error/incorrect or incomplete data resulting from poor internet reception of the sensors for which EXPOCLOUD is not responsible, or which result from a malfunction of individual hardware components.      

(6) EXPOCLOUD is not liable for effects due to external factors over which EXPOCLOUD has no influence and which may influence the results of the measurement procedure. External factors are in particular changes in the operating systems of the mobile devices of the target group to be measured (e.g. trade fair visitors).      

 

 

3.10 Special Liability of the CUSTOMER for the Rental Hardware

(1) The end customers of the CUSTOMER are obliged to handle the sensors carefully in accordance with the requirements of this contract. EXPOCLOUD expressly reserves the right to reimburse repair or replacement costs for losses or damages for which EXPOCLOUD is not responsible. 

(2) If a significant defect or loss of a sensor is to be held by the CUSTOMER, EXPOCLOUD will charge the CUSTOMER € 500.00 per substantially defective or lossy sensor plus statutory VAT.   

 

 

3.11 Mietgebühren

(1) The rental fee is determined by the order and the respective overview products & services of EXPOCLOUD (available under            www.expocloud.com/en/legal) of EXPOCLOUD.

(2) The rental fee shall remain unchanged during the rental period, unless (i) the CUSTOMER rents supplements or (ii) another agreement has been made in the order.            

 

 

3.12 Termination of hardware rental

(1) There is no ordinary right of termination for the duration of this contract for the parties.              

(2) If terminated for an important reason for which the CUSTOMER is responsible, EXPOCLOUD shall be entitled in full the full remuneration for the services provided up to that time, as well as for the services to be provided up to the regular end of the term.         

(3) If terminated for an important reason for which neither the CUSTOMER nor EXPOCLOUD is responsible, EXPOCLOUD shall be entitled to remuneration for the services rendered up to the termination, plus the expenses incurred by it as a result of this contractual relationship.      

 

 

3.13 Return

(1) At the end of the rental period, the CUSTOMER shall return the rental items, including the manuals, as well as the connection cables and other accessories provided to EXPOCLOUD in accordance with the provision documentation.    

(2) The lessee shall be liable for the return at the registered office of EXPOCLOUD. ExpoCLOUD is headquartered at 332 Eupener Straße, 52076 Aachen, Germany.          

 

 

4 Consulting services and other services of EXPOCLOUD

(1) The CUSTOMER may purchase consulting services with an order from EXPOCLOUD. The fees for these consulting services, which, unless individually agreed, can be found in the ExpoCLOUD Products & Services Overview (available under                www.expocloud.com/en/legal), are in addition to the other fees. All consulting services are provided remotely, unless EXPOCLOUD agrees otherwise with the CUSTOMER. Advice services cannot be cancelled and fees for counselling services cannot be refunded.

(2) Other services (training courses, etc.) can be individually agreed with EXPOCLOUD unless the overview shows products & services of EXPOCLOUD (available under www.expocloud.com/en/legal).

 

 

5 Liability

5.1 Liability of EXPOCLOUD

(1) Claims for damages against EXPOCLOUD are excluded regardless of the legal basis, unless the EXPOCLOUD, its legal representatives or vicarious agents have acted intentionally or through gross negligence. EXPOCLOUD shall only be liable for slight negligence if one of the essential contractual obligations has been breached by EXPOCLOUD, its legal representatives or senior employees or vicarious agents. EXPOCLOUD is only liable for foreseeable damages, the occurrence of which must typically be expected. Essential contractual obligations are those obligations which form the basis of the contract, which were decisive for the conclusion of the contract and on which the customer may rely.      

(2) EXPOCLOUD is entitled to immediately block the services and storage space if there is a reasonable suspicion that the stored data are illegal and/or violate the rights of third parties. A reasonable suspicion of illegality and/or infringement exists in particular if courts, authorities and/or other third parties inform EXPOCLOUD. EXPOCLOUD must notify the CUSTOMER of the block and the reason for this immediately. The suspension shall be lifted as soon as the suspicion is removed.           

(3) EXPOCLOUD shall not be liable for the loss of data to the extent that the damage is due to the fact that the CUSTOMER has failed to perform data backups and thereby ensure that lost data can be recovered with reasonable effort. .

(4) EXPOCLOUD shall be liable without limitation for damage caused intentionally or negligently by EXPOCLOUD, its legal representatives or vicarious agents.      

(5) Liability under the Product Liability Act remains unaffected.   

(6) Insofar as the liability of EXPOCLOUD is excluded or limited, this also applies to the personal liability of employees, representatives and vicarious agents.        

(7) EXPOCLOUD excludes any liability with respect to products used by the CUSTOMER from third parties, unless this use has been coordinated with EXPOCLOUD.     

(8) EXPOCLOUD is responsible for the free services only intent and gross negligence.       

 

 

5.2 Liability of the CUSTOMER

(1) In the event that services of EXPOCLOUD are used by unauthorized third parties using the access data of EXPOCLOUD, the CUSTOMER shall be liable for any fees and damages arising therefrom within the scope of civil liability until the receipt of the Customer order to change the access data or the notification of loss or theft, if the customer is at fault with the access of the unauthorized third party.      

(2) The CUSTOMER will invoke EXPOCLOUD from all claims that third parties assert against EXPOCLOUD for violation of their rights or for legal violations due to the offers and/or content posted by the user, if the CUSTOMER is responsible for them. In this respect, the CUSTOMER shall also bear the costs of the legal defence of EXPOCLOUD, including all legal and legal fees.  

 

 

5.3 Force majeure

None of the contractual partners is responsible for a delay in performance or non-performance for the following reasons: acts of war, hostilities or acts of sabotage, force majeure, power, internet or telecommunications failures not caused by the contractual partners, regulatory requirements or other events that are, in reasonable discretion, beyond the control of the obliged contractual partner. Each Contractor shall take all reasonable steps to mitigate the impact of events resulting from force majeure.

 

 

6 Confidentiality, copyright and trademark law

(1) The CUSTOMER undertakes to maintain absolute confidentiality with regard to all business transactions which come to its attention in the context of cooperation, in particular business and trade secrets. The obligation of confidentiality also applies to any discounts and individual pricing and continues after the termination of the contract.              

(2) All exchanged business documents shall be carefully stored in their own premises and protected from inspection by unauthorised persons.       

(3) All rights not expressly granted in these Terms of Use are reserved to EXPOCLOUD or its licensors, suppliers, publishers, rights holders or other content providers. Service, functions and information from the contractual relationship may not be reproduced, reproduced, sold, resold or otherwise used outside the agreed use without written permission.        

(4) TRADEMARKS, logos or other proprietary information of EXPOCLOUD may not be placed in frames or included using framing techniques without the             express written consent of EXPOCLOUD. It is prohibited to use meta tags, robots, data miners or similar data collection and extraction programs without express written permission.

(5) In addition to the possibility that the CUSTOMER may market its services to its customers under its own product name and brand, it is free to name EXPOCLOUD  as a technology partner. EXPOCLOUD  therefore grants the Customer the non-exclusive right to use the brand name and the Technology Partner logo of EXPOCLOUD, which is limited to the non-exclusive marketing area of customers previously communicated in writing by the customer and accepted by EXPOCLOUD.     However, it must always be made clear by the customer in all end-customer communication and documentation that the data processing takes place exclusively in the area of risk and responsibility of the customer. EXPOCLOUD  can revoke this release in text form at any time.

(6) The CUSTOMER grants           EXPOCLOUD the right to www.expocloud.com the customer as a reference on the website,   limited to the duration of this contract. The CUSTOMER grants EXPOCLOUD the right to add the name and company logo of the CUSTOMER to the CUSTOMER list and website of EXPOCLOUD.

 

 

7 Data protection and data processing

7.1 Privacy Policy

The EXPOCLOUD website privacy policy, the EXPOCLOUD Download and Access to the App and the EXPOCLOUD Services and App for CUSTOMERS (available at www.expocloud.com/en/legal)apply to the services ofEXPOCLOUD.

 

 

7.2 Privacy Software Products

To the extent that EXPOCLOUD processes personal data on behalf of the CUSTOMER in the context of the provision of the contractual services, which are part of the retail data (i.e. the customers of the CUSTOMER) that are subject to the General Data Protection Regulation ("GDPR") and the terms of the AGREEMENT on order data processing ("AV") of EXPOCLOUD, which is hereby incorporated by reference in this document (available under www.expocloud.com/en/legal).

You acknowledge that EXPOCLOUD acts as the processor of the end customer data in all cases and that you are the controller for the processing of the end customer data.

 

 

7.3 Privacy Sensors

(1) The collection, processing and use of the data provided by the sensors shall be carried out under the responsibility of the CUSTOMER. In this sense, EXPOCLOUD is only a processor if personal data are processed. An agreement on order processing is part of this contract as an annex (available under  www.expocloud.com/en/legal).

(2) EXPOCLOUD will not transmit any personal data of visitors to trade fairs or events to the CUSTOMER. The collected data of the visitors are anonymized and aggregated in the systems of EXPOCLOUD on behalf of the CUSTOMER in such a way that traceability of individual individuals is no longer possible. The CUSTOMER and its end customers are also expressly prohibited from making the data provided by EXPOCLOUD in such a relationship by means of their own analyses, also by means of other or own location or tracking tools, in such a way that the identification of individual visitors would (again) be possible.       

 

 

7.4 Aggregating Data

EXPOCLOUD may monitor the use of the subscription service by the entire customer of EXPOCLOUD and use the information collected by the CUSTOMER and their end customers in an aggregated and anonymised form. The CUSTOMER agrees that EXPOCLOUD may use and publish such data, provided that this data does not containany data and/or information that allows conclusions to be inferred from the CUSTOMER. However, EXPOCLOUD may use Kand dataas part of internal data processing to further develop andimprove EXPOCLOUD enrichment data. In the course of this internal data processing, no Kandendata will bedisclosed, even to other CUSTOMERS or third parties. This means that data will only be passed on to other CUSTOMERS or third parties in aggregateform and anonymously.

 

 

7.5 Security measures

We take commercially reasonable administrative, physical and technical security measures to protect Kandendata. 

 

 

7.6 Contractual relations between the customer and its end customer

(1) The CUSTOMER markets the evaluation of the data provided by EXPOCLOUD in its own name and on its own account. The sensors delivered are provided by EXPOCLOUD to the CUSTOMER in accordance with the requirements of this contract, subject to the obligations set forth herein.        

(2) The use of further data processors on the basis of the data provided by EXPOCLOUD, as well as the resale of EXPOCLOUD's services to third parties (including agencies) which market these services, requires prior coordination and subsequent written consent of EXPOCLOUD.     

 

 

8 Other provisions

 

8.1 Customer Support

(1) In the context of fee-based services, no additional costs will be charged to the CUSTOMER for the use of EXPOCLOUD telephone, e-mail and in-app support. EXPOCLOUD receives support requests via e-mail and in-app function 24 hours a day, 24 hours a day. The CUSTOMER can submit support requests via email and in-app function in his account. Responses to e-mail and in-app requests, on the other hand, are only transmitted during the telephone support periods. EXPOCLOUD strives to respond to support requests via email and in-app function within one business day. EXPOCLOUD makes no representation or guarantee of a specific response time.              

EXPOCLOUD may restrict or deny access to Support if EXPOCLOUD reasonably believes that the CUSTOMER has acted or acted in a manner equivalent to misuse of support or offensive EXPOCLOUD representative.

EXPOCLOUD support staff may not be able to assist with issues based on the use of the API or other customizations of the subscription service.

(2) As part of free subscriptions, EXPOCLOUD provides support through the EXPOCLOUD website.             

 

 

8.2 Assignment

The CUSTOMER may neither assign nor transfer this contract; this shall apply, inter alia, to any assignment or transfer arising from a merger, restructuring or sale of all or substantially entire assets, the change of control or by law; this requires prior written authorisation, but this is not refused without good reason. EXPOCLOUD may assign this Agreement to any related entity or in the event of a merger, restructuring, sale of all or substantially entire assets, change of control or by law.

 

 

8.3 Messages

Messages will be sent to the contact addresses specified in this Agreement and will be deemed to have been delivered on the date of actual receipt.

  • To EXPOCLOUD: EXPOCLOUD GmbH, Eupener Straße 332, 52076 Aachen, Germany.
  • To CUSTOMER: The address corresponding to the account information for the CUSTOMER's EXPOCLOUD subscription.

EXPOCLOUD may send electronic communications in the form of a general notification via the Subscription Service; However, EXPOCLOUD may also send electronic communications specifically to the CUSTOMER by e-mail to the e-mail address(s) stored in the account information or via the Notification Centre in the subscription service. EXPOCLOUD may also transmit messages by telephone via the telephone numbers stored in the account information for the CUSTOMER. The CUSTOMER must keep all account information up-to-date.

 

 

8.4 Payments

The customer must keep his contact details, billing details and credit card details up to date (if applicable) on an ongoing basis. Changes can be made on the billing page in your EXPOCLOUD account. All payment obligations are non-nullanded and amounts paid are generally non-refundable, unless this contract contains other provisions. All fees are payable and payable for the entire subscription period.

 

 

8.4.1 Payments by credit card

If the CUSTOMER pays by credit card, the CUSTOMER authorises EXPOCLOUD to charge the credit card or bank account with all fees incurred during the subscription period. The CUSTOMER also authorises EXPOCLOUD to instruct a third party to process payments and agrees to disclose the payment data to the third party concerned.

 

 

8.4.2 Payment against invoice

If the CUSTOMER pays by invoice, EXPOCLOUD shall not invoice the CUSTOMER for the services provided more than thirty (30) days before the beginning of the subscription period and any subsequent billing period, or at any other time in the subscription term, when fees become due. All invoiced amounts are due and payable within thirty (30) days from the invoice date, unless other provisions are included in the order form.

 

 

8.4.3 VALUE added tax

All fees are stated without tax, which EXPOCLOUD charges if necessary. The CUSTOMER agrees to pay all taxes incurred in connection with the use of the Subscription Service, the hardware rental and the provision of the consulting services.

 

 

8.4.4 Delay

The CUSTOMER shall be in default without further reminder if the payments are not credited to the ACCOUNT of EXPOCLOUD on the agreed dates. The statutory consequences of delay shall apply.

 

 

8.4.5 Right of retention and set-off

With regard to all payment claims, the right of the CUSTOMER to withhold or set-off is excluded, insofar as his counterclaims are not undisputed or legally established.

 

 

9. Final provisions

(1) The failure to insist on the fulfilment of any of the provisions set out in this Agreement shall not constitute a waiver of the rights of EXPOCLOUD; EXPOCLOUD reserves the right to exercise its rights at any other time.       

(2) Changes, additions and terminations of this contract must be made in writing. A cancellation of this contract or an amendment to this written form clause also require written form. No side agreements were made.             

(3) The law of the Federal Republic of Germany shall apply to the exclusion of private international law and the UN Convention on Contracts for the International Sale of Goods.  

(4) The place of performance shall be the registered office of EXPOCLOUD, as long as the following terms of use do not result in another place of performance.     

(5) The parties agree on Aachen               (Germany)  as the place of jurisdiction.

(6) Should a provision of the contract be or become ineffective, this shall not affect the validity of the remainder of the contract. Instead of the invalid provision, a provision should apply which, as far as possible, comes closest to what the parties wanted, taking into account economic considerations. The same applies in the event that any additions to the agreement become necessary. Section 139 of the German Civil Code does not apply.