End-User Terms and Conditions: USA and Other countries
Version: 2.1 (20180927)
Updated: Updated version for the Tygron Platform
These End-User Terms apply to you (the “End User”) as user of the Tygron Platform and the Client Application(s) of Tygron. Upon installation of the Client Application, the End User declares to be bound by these End-User Terms.
Tygron is entitled to unilaterally amend these End-User Terms. Any new version of the End-User Terms must be re-confirmed by the End User prior to the further use of the Tygron Platform and the client Application(s). If the End User does not agree to the amendments, the End User must cease its use of the Tygron Platform and the Client Application(s).
Capitalised terms in these End-User Terms are defined as follows:
Administrator: the person assigned by the Licensee to manage the Domain on behalf of the Licensee
Client Application(s): the downloadable and/or web-based Tygron-application(s) used to gain access (through a password and username) to the Domain in order to use the Tygron Platform
Content: the data or particulars entered by the End User within the Domain
Domain: the closed environment within the Tygron Platform provided to the Licensee and in which End User(s) may enter Content and perform Editor or Impact Sessions
Editor Session: a session in which the End User individually edits a Loaded Project
End-User Terms: these terms, which are binding upon each End User with regard to the use of the Tygron Platform and the Client Application(s)
Impact Session: the session in which a Project – whether or not after an Editor Session – is used by one or more End Users
IP rights: intellectual-property rights, both registered and non-registered, including, however not limited to patent rights, copyrights (including rights to source and object codes), database rights, brand rights, rights related to knowhow and company secrets
Licensee: the party with whom Tygron has entered into an agreement for the use of Tygron Platform and the Client Application(s)
Loading: the start-up of a new Project in the Domain for application in an Editor Session and/or an Impact Session
Project: a geographic area within the Netherlands, whether or not supplemented with data and/or the Licensee’s personal settings
Saving: saving the Project after an Editor Session and/or an Impact Session, or keeping a Loaded Project active
Tygron Platform: the Tygron server platform consisting of a combination of software and hardware (such as servers)
Tygron: refers to Tygron International B.V. located at the Lange Voorhout 46, 2514 EG, The Hague in The Netherlands.
Article 1 End-User Rights
1.1 In compliance with these End-User Terms, the End User uses the Client Application to gain access to the Licensee’s Domain in order to use the Tygron Platform.
1.2 The right obtained under section 1 is non-exclusive and non-transferable and is obtained for the duration of the Licence between the Licensee and Tygron.
1.3 The End User is not allowed, whether directly or indirectly:
a) to disclose, distribute, sell, copy and/or in any other way multiply the Tygron Platform and/or the Client Application(s);
b) to change or decompile the Tygron Platform and/or the Client Application(s), to multiply their code, to translate them or in any otherwise subject them to reverse engineering;
c) to use the Tygron Platform and/or the Client Application(s) for a purpose other than for the Editor Sessions and Impact Sessions;
d) (to cause) to disseminate viruses, worms, Trojan Horses, rootkits, spyware, hoaxes or other forms of malware;
e) to (try and) hack the Tygron Platform and/or the Client Application(s) and/or to (cause to) gain unauthorised access thereto in any other manner;
f) to change or remove any indication or referral in the Tygron Platform and/or the Client Application(s) to Tygron, Tygron’s exclusive IP rights, their confidential nature, or any other referral by Tygron.
1.4 The End User shall furthermore warrant that no legislation or regulations or third-party rights are violated by any entered Content. This means that the End User must refrain from:
a) (causing) to leave behind or (causing) to disseminate information in contravention of the law, the generally accepted and applied ethics and care;
b) (causing) to delete or change data or make them ineffective or add data to the Client Application(s) or to automated systems, computers, databases or servers of Tygron or of third parties;
c) (causing) to delete, change or enter personal data of third parties – without permission or other legitimate basis;
d) (causing) to enter Content infringing IP rights or other statutory rights (such as privacy rights) of third parties.
1.5 Tygron is entitled to the use of the Tygron Platform and/or the Client Application(s) by checking the End User as well as any results from the Editor Sessions and/or Impact Sessions for the limitations described in this Article.
1.6 The End User is responsible for any activities taking place through the End User’s account. The End User shall observe secrecy with regard to any usernames, passwords and other access details under the terms of the Application and shall not disclose them to third parties. The End User must notify the Administrator and/or Tygron promptly once the End User has stated that a third party has gained unauthorised access to his account.
Article 2 Verification of Use and Access Restriction
2.1 The End User is individually responsible for (i) using the appropriate hardware, which is actively connected to the Internet in order to be able to use the Client Application(s). Tygron does not guarantee compatibility or the appropriate operation of the Client Application(s) in combination with all of the End User’s hardware or software. With respect to the appropriate operation of the Client Application(s), Tygron recommends using hardware, software and systems that meet the system requirements set down by Tygron. Tygron shall not at any time bear liability for any loss resulting from incompatibility of the End User’s hardware or software with the Client Application(s).
2.2 Tygron may at all times de-activate access to the Tygron Platform and/or the Client Application(s) (temporarily) or limit its use where necessary for maintenance purposes or for implementing updates, for releases, adjustments or improvements in the Tygron Platform and/or the Client Application(2).
2.3 Tygron reserves the right to stop certain calculations within a Project in case this causes limitation to the functionality of the Tygron Platform for other licensees or end users. Tygron shall not be liable for any resulting loss.
2.4 Tygron is authorised to verify (i) how the Tygron Platform and/or the Client Application(s) are used by the End User, (ii) the results obtained with the Impact Sessions and the Editor Session, (iii) the End User’s Content.
2.5 Tygron observes confidentiality in saving these data as referred to in Article 2.4 for at least the duration of the agreement with the Licensee and up to two years subsequently, subject to anonymised data, which may be retained longer for statistic purposes. Tygron shall only use the data: (i) for the improvement and updates of the Tygron Platform and/or the Client Application(s) and (ii) for the verification of compliance by the End User with the obligations from the agreement and these End-User Terms.
2.6 If the End User needs practical support with regard to the use of the Tygron Platform and/or the Client Application(s), the End User must contact the Administrator who gave the End User access to the Client Application(s) on behalf of the Licensee.
Article 3 Intellectual Property Rights
3.1 Any IP rights regarding the Tygron Platform, the Client Application(s) and any other services provided by Tygron shall be vested in Tygron and/or its licensors only. The End User shall only obtain a limited and temporary user right with regard to the use of the Tygron Platform within the Domain and under the terms of these End-User Terms.
3.2 Third-party software and/or open-source software (jointly the “third party software”) are used for parts of the Tygron Platform and the Client Application(s). Referrals to such third-party software and/or relevant (licence) terms are adopted in the Tygron Platform and the Client Application(s). The use of third-party software is subject to the relevant (licence) terms, which can be provided by Tygron to the End User at first request.
3.3 Tygron shall at all times be allowed to implement technical facilities for the protection of the Tygron Platform, the Client Application(s) (including the relevant IP rights) and/or the third-party software, even if this should cause a limitation of use. The End User shall not at any time be allowed to (cause to) remove or (cause to) circumvent such technical facility.
Article 4 Disclaimer
4.1 Even though the Tygron Platform and the Client Application(s) have been compiled with utmost care, Tygron does not guarantee that the Tygron Platform and the Client Application(s) operate flawlessly and/or contain no faults. The Tygron Platform and the Client Application(s) are provided ‘AS IS’. Where permitted by law, Tygron dismisses any explicit or implicit guarantees including the implicit guarantee that the Tygron Platform and the Client Application(s) are suited for a certain purpose.
4.2 Tygron does not provide any guarantees with respect to, and does not bear any liability for any loss resulting from: (i) the fact that the Tygron Platform and/or the Client Application(s) do not meet the End User’s expectations, (ii) the fact that the Tygron Platform and/or the Client Application(s) are not or not without any faults or without any interruptions available, (iii) the effectiveness, accuracy or reliability of the results obtained through an Editor Session and/or Impact Session, (iv) the Content entered by the End User, (v) the correctness and completeness of third-party data within the Tygron Platform.
Article 5 Liability and indemnification
5.1 Without prejudice to the other provisions in this Article, Tygron shall not, where permitted by law – bear any liability for any loss whatsoever suffered by the End User or any loss Tygron may be held liable for by third parties. Any liability on the part of Tygron, on any account whatsoever, shall at any rate be limited to a compensation of the direct loss, i.e. up to an amount of € 250.
5.2 Tygron shall in no case whatsoever bear any liability for any consequential loss, such as, however not limited to loss of income, loss of profits, loss of Content suffered by the End User as a result of his use of the Tygron Platform.
5.3 Tygron shall not be bound by the fulfillment of any obligation, which is prevented by, or the compensation of any loss, which is the result of force majeure. Force majeure includes (i) government measures, (ii) electricity failure, (iii) Internet failure, breakdown of the computer network or telecommunication facilities including internet providers and/or datacentres, (iv) war, (v) lock-in, (vi) strike, (vii) defective items, equipment, software or materials, which use has been requested by the Licensee, (viii) force majeure on the part of Tygron, (x) policy changes and/or the suppliers’ default in third-party software.
5.4 The capacity of the Tygron Platform has been designed for a fair use by the Licensee of the Tygron Platform– as estimated by the Licensor. If the use of the Tygron Platform (whether or not due to peak loads) requires more capacity than estimated by the Licensor, the Licensor may (temporarily) block access to the Tygron Platform and the Client Application(s), which means that the Tygron Platform can (temporarily) not be used. Tygron is not liable for any resulting loss.
5.5 The End User indemnifies Tygron and holds it harmless against any claims, demands, loss and/or costs resulting from or related to the use of the Tygron Platform by the End User, as well as the Content entered by the End User.
Article 6 Applicable Law and other Provisions
6.1 These End-User Terms are governed by Dutch law only.
6.2 If any provisions of these Licence Terms are null and void or should be cancelled, the remaining provisions of these Licence Terms shall continue to be fully effective. Tygron and the Licensee shall in that case consult with each other in order to agree to new provisions for the replacement of the null and void or cancelled provisions, while the purpose and the purport of the null and void or cancelled provisions shall be as much as possible in keeping with the replaced provisions.
6.3 Where Tygron opts for continuation of an infringement, Tygron shall not be considered to have in any way waived its rights on account of these Licence Terms. Tygron may in such case at any time assert its rights for reasons of its own.