Users acting on behalf of clients (“Clients”) with a subscription to DEXMA Energy Management platform (the “Platform”), either directly with Dexma Sensors SLU (the “Platform Owner” or “DEXMA”) or one of our partners (“Partner”) (in each case, a “Provider”), or accessing on behalf of a Dexma Partner, are authorised to access the Dexma platform (the “Service”). By doing so, the entity for whom you work (Client or Partner) has accepted and agreed to the conditions set out in the “Dexma Platform General Terms and Conditions” or our Partner’s end-user agreement (the “Agreement”) governing the use of the Service (defined below) and which are also applicable to you (“User”).
The following terms and are a summary of the terms that entity you work for has entered into to access the Platform.
Access to the platform
Subject to compliance with the terms of their Agreement, Clients and Partners (and by extension, Users acting on behalf of those Clients and Partners) are granted a worldwide right, non-transferable and non-exclusive right to access and use the Service, for the permitted use of the Service as per the Agreement.
As user of the Service, neither the Client, a Partner nor you as User may (i) license, sublicense, sell, resell, transfer, assign, distribute or make available to third parties, or exploit commercially with third parties the Service or any contents therein (“Contents”), in whole or part; (ii) modify or make works derived or based on the Service or Contents; (iii) create Internet “links” to the Service or “mask” or “duplicate” the Service or Contents in or through any server or wireless or Internet-based device; or (iv) carry out any reverse engineering or access to the Service or modify the software and technology platform underlying the Service, to (a) create a competing product, software or service, (b) create a software, product or service using ideas, features, functions or graphics similar to those of the Service, or (c) copy any ideas, features, functions or graphics of the software, product or Service.
In addition, neither the Client, the Partner, nor you may, through or via the Service: (i) send or store material that contains software with virus, worms, trojans or codes, files, command sequences, harmful computer agents or programs; (ii) interfere or affect the integrity or performance of the Service or the data it contains; or (iii) try to obtain unauthorized access to the Service or related systems or networks.
Client, partner and user obligations and responsibilities
Clients and Partners are responsible for all and any activity carried out on their User accounts, and must comply and ensure that their Users comply with all applicable local, state-wide, national or international laws, treaties and regulations related to the use of the Service, including without limitation uses related with data privacy, international communications and transmission of technical or personal data.
The platform allows users to upload content (images, etc.) to customise the user’s interface. Partner/Client assume responsibility for all and any content uploaded by them to the Platform, and Dexma disclaims any liability in relation thereto.
Clients and Partners and their Users must: (i) keep their access codes confidential and notify your Provider immediately of any unauthorized use of passwords or accounts or any other breach of security that is known or suspected; (ii) inform your Provider immediately and do everything possible in order to stop immediately any unauthorised copy or distribution or use of the Service of which the User or its authorised internal end-users become aware or suspect; and (iii) not pretend to be another user of the Service or offer information or false identity to obtain access to or use of the Service.
User accounts cannot be shared or used by more than only one user, but they can be reassigned at a given moment to new users that replace previous users that have finished their work or changed the state or function of work and will not keep on using the Service.
Charges and payment of fees
The right to use the Service may be suspended or terminated if payment for the Service is overdue or cannot be made for any reason.
Client and partner data
Clients and Partners are responsible of the accuracy, quality, integrity, legality, reliability, suitability and intellectual property rights in the use of all data that any of their Users upload or transmit to the Service (“Client Data”), and neither the Provider nor DEXMA will be responsible in this respect for the Client Data, as set out in the Agreement.
On termination of the subscription under the Agreement (other than for default by the Client or Partner), on written request during a period of thirty (30) days following termination, a file with all Client Data currently in the Service will be made available to User.
For purposes of maintenance, statistics and developing and improving the Platform, the data read from the Clients’ measuring devices may be randomly and anonymously recorded and processed (e.g. for aggregate data analysis) by Provider and its technology suppliers. Se the terms of the Agreement for more details.
Your personal data as User (username and log-on, IP address, Platform activity), is processed under the responsibility of (a) your Dexma Partner and shared with DEXMA Sensors, SL as platform provider or (b) DEXMA Sensors SL, if you have a direct contract with DEXMA, where in each case they act as Data Controller. The data is only used for the purpose of user authentication and platform security, and support.
When Clients contract the Platform through DEXMA’s Partners, DEXMA may process your personal data (Name and surname, telephone and email address) to send you reports and analysis of the Platform under the Partner’s instructions, with DEXMA acting as a Data Processor.
Term and termination
The term of your access is governed by your Client Agreement with DEXMA or a DEXMA Partner, as Provider.
Clients accept and recognize that if they have materially breached the Client Agreement for any reason and the breach has not been corrected in a period of fifteen (15) days after the notice of breach, the Provider may terminate your subscription on notice with immediate effect, and DEXMA Partner, DEXMA and its suppliers have no obligation to preserve the Client Data and will be able to delete these Data.
In the event of termination of your subscription for cause, unless otherwise agreed in writing with the Provider, all User rights to access or use the Service and User Data will terminate immediately and neither Dexma Partner nor the Dexma will be obliged to preserve or send any data to the User.
The Service will be provided according to the general standards of the sector applicable to this technology and the Service Level Agreement set out in the Provider documentation. The Service will be provided substantially according to the online help documents of the Service in normal circumstances.
Other than expressly stated in this clause, the Service is provided “as is” and all other implicit or explicit conditions, representations and warranties, whether legal or of any other kind, including without limitation warranty of merchantability, satisfactory quality, or fitness for a particular purpose or non-infringement, are disclaimed to the maximum extent permitted by the applicable law.
There is no warranty that the Service will be uninterrupted or error free; nor any warranty as to the results that may be obtained from the use of the Service or as to the accuracy, reliability, or content of any information or services contained in or provided through the Service. On behalf of the Client, Users agree not to hold us liable for the content or loss of any data transferred either to or from you by you via the Service.
The total accumulated responsibility of Provider or its suppliers (including Platform Owner) for any claim hereunder will not exceed the amounts actually paid by Clients for the part of the Service giving rise to any liability during the last twelve (12) months immediately preceding the presentation of the corresponding claim.
On no account will Provider, its suppliers and licensors, and/or their subsidiaries, affiliates, directors, employees, legal representatives and agents, be responsible for any indirect, punitive, special, exemplar, accidental or other kinds of damages (including without limitation loss of data, income, benefits, use or other economic advantages) derived from this Service or related with the same in any way, including derived from the use or the incapacity to use the Service, or due to any Contents obtained through the Service, or any interruption, imprecision, error or omission, regardless of its cause.
Intellectual and industrial property
Provider and its licensors hold all rights, title and interests, including without limitation all Intellectual and Industrial Property Rights in the Service, including without limitation the Dexma Energy Manager technology, platform contents, apps, the service user interface. All rights that are not expressly granted remain reserved to the Platform Owner and its partners or distributors.
The Client subscription or Partner contract does not confer to the Client or Partner any property right to or in the Service, including without limitation the technology underlying the Service or any Intellectual or Industrial Property Rights therein held by the Provider and its licensors, distributors and other business partners.