Terms and Conditions of Use

The following terms and conditions of use (the “Terms”) apply to the use of the CoVive application offered for certain mobile telephones or other mobile devices or websites (the “CoVive App” and the “Services”, respectively) provided by BioneXt with its seat in Leudelange and its business address at 2-4 rue du Château d’Eau, 3364 Leudelange, Luxembourg, registered with the RCS Luxembourg under B 140 641 (“BioneXt lab” or “we/us/our”) by all natural and legal persons (“User”, “Users” or “you/your”).

1. The Services

1.1 BioneXt lab is providing CoVive App as a digital health solution to (i) lighten the load for support hotlines by helping people to evaluate their risk of having been infected, (ii) reduce uncertainty by informing people of up-to-date measures to protect themselves and their community, (iii) educate patients by providing resources that guide healthy and safe behaviour, (iv) assist in monitoring patients to detect increased risks before and after hospitalization and (v) boost research by providing research data in real-time. 

1.2 The CoVive App is a modular solution and can be used as a whole or integrated into any existing solution, either fully or in parts. It allows delivery through any format or medium including apps, web, e-mail, SMS or even printed materials.

1.3 The use of the CoVive App is free of charge.

1.4 The Services are exclusively available to natural, fully legally competent persons. The User alone is responsible for his or her use of the CoVive App. The User warrants that he or she will fully comply with these Terms and that he or she will use the CoVive App in accordance with these Terms only. 

1.5 BioneXt lab is entitled at any time to change the Services, to make new services available and to discontinue the provision of services. BioneXt lab will in each case take into account the Users’ reasonably legitimate interests.

1.6 The Services may also include services of third parties to which BioneXt lab merely provides access. For the use of such services - which are in each case identified as services of third parties - there may be different or additional regulations that deviate from these Terms.

2. Acceptance of the Terms

2.1 These Terms govern your access and use, and our provision of, the Services and any other technology, items or other materials on which these Terms are posted. 

2.2 By accessing or using the Services, you agree to be bound and abide by these Terms.

3. Changes to the Terms

3.1 We reserve the right to change these Terms at any time, even within the existing contractual relationships. 

3.2 We reserve the right to change these Terms at any time without indicating the reasons. We will notify the User of the changed Terms on the CoVive App. The notification will include a link to the full version of the changed Terms. The User will have the possibility to accept or reject such changes by exercising the respective option contained in the notification. Due to the nature of the provision of the Services to the User and the limited possibilities of communication, BioneXt lab already hereby terminates the Services in case the User objects the changes whereby such termination becomes effective immediately upon the rejection with the consequence that the Services cannot be accessed. We will specifically indicate the consequences of an objection to User in the notification. 

4. BioneXt LAB’s Intellectual Property; Limited Licence to the Services

4.1 We are the owner or licensee of the Services. This means that any logos, names, designs, text, graphics, software, content, files, materials, and any other intellectual property rights relating to these (such as copyright), as well as the source and object code of the Services (such as our mobile applications) and the format, directories, queries, algorithms, structure and organisation of these, belong to or are licensed to BioneXt lab. 

4.2 If we grant you access to any part of the Services you acknowledge that: (i) all intellectual property rights in the Services belong to us or our licensors; (ii) rights in the Services are licensed to you and that such licence is not exclusive, not transferrable and not sub-licensable; and (iii) you have no rights in, or to, the Services other than the right to use each of them in accordance with the provisions of these Terms. Any use of the Services is only for your personal, non-commercial use during the duration of the contract between us.

4.3 It is not admissible to (i) circumvent or disable any content protection system or digital rights management technology used with the Services; (ii) decompile, reverse engineer, disassemble or otherwise reduce the Services, except as is permitted by mandatory legal provisions; (iii) remove, modify or obscure identification, copyright or other proprietary notices in or on the Services; (iv) access or use the Services in an unlawful or unauthorised manner or in a manner that suggests an association with our content, products, services or brands; (v) use, alter, copy, modify, store, sell, reproduce, distribute, republish, download, publicly perform, display, post, transmit, create derivative works of, or exploit the Services (in whole or in part); (vi) introduce a virus or other harmful component, or otherwise tamper with, impair or damage the Services; (vii) access, monitor, or copy any element of the Services using a robot, spider, scraper or other automated means or manual process; (viii) sell, resell, or make commercial use of the Services; or (ix) violate these Terms or any law in respect of your access and/or use of the Services.

5. Warranties; Limitation of Liability

5.1 Within the framework of the CoVive App, information and contents are provided which are compiled to the best of our knowledge and belief and with the greatest care from internal and external sources. Nevertheless, it is expressly pointed out that the CoVive App is intended solely for information and awareness raising purposes but cannot replace consultation and diagnosis by a doctor. CoVive App is not a medical device and is not intended to (i) detect, prevent, monitor, treat or alleviate disease (ii) detect, monitor, treat, alleviate or compensate for injury or disability (iii) examine, modify or replace the anatomical structure or physiological processes or (iv) control conception. In particular, the CoVive App does not support the decision on therapeutic measures, the calculation of drug doses or the monitoring of a patient (e.g. by recording measured values if the results influence diagnosis or therapy). The use of the CoVive App does not replace medical treatment and does not constitute a recommendation to buy or use drugs, diagnostic or treatment methods. If you are feeling seriously ill, please seek medical help immediately. The contents of the CoVive App must not be interpreted as advice or recommendation and must not be used as a basis for decisions or actions of any kind. It is important that you only rely on the advice of a qualified doctor for advice on your specific situation.

5.2 The Services are provided on an “as is” basis. As far as permitted by applicable law, BioneXt lab excludes any warranties in this context. 

5.3 BioneXt lab does not warrant permanent access to the Services. When the Services require mandatory maintenance, when the security of the Services (in particular data security) so requires or when BioneXt lab is exposed to events which BioneXt lab cannot influence (e.g. defects, limited availability or failure of telecommunications networks, data transmission by third parties, energy supply as well as natural or other disasters, shutdown orders from supervisory authorities not caused by BioneXt lab and similar events), BioneXt lab is entitled to partially or completely discontinue the availability of the Services. When you access the Services through a mobile network, not all Services may work with your network provider or device.

5.4 Any liability of BioneXt lab shall be excluded to the greatest extent permitted by law. BioneXt lab shall only be liable for damage to the extent that the damage was caused by BioneXt lab by gross negligence or wilful intent. Liability for slight negligence is excluded, except in the case of personal injury. 

6. User Conduct

6.1 You must only use the Services for lawful purposes, and you must not use them in a way that infringes the rights of any third party. In using the Services, you agree that you will not do any of the following without our prior written consent:

(a) copy, reproduce, or improperly use or access any content of the Services;

(b) modify, distribute, or re-post the Services or any content thereof for any purpose;

(c) use the Services for any commercial exploitation whatsoever;

(d) disrupt or interfere with the security of, or otherwise abuse, the Services or any system resources, accounts, servers, or networks connected to or accessible through the Services or affiliated or linked sites;

(e) access content, data or portions of the Services which are not intended for you, or log onto a server or account that you are not authorised to access;

(f) attempt to probe, scan, or test the vulnerability of the Services, including applications, or any associated system or network, or breach security or authentication measures without proper authorisation;

(g) access the Services any automated means, such as “robots,” “spiders,” or “offline readers”;

(h) interfere or attempt to interfere with the use of the Services or applications by any other user, host or network, including, without limitation by means of submitting a virus, overloading, "flooding," "spamming," "mail bombing," or "crashing";

(i) use any data mining, “scraping”, web crawling, robots, or similar data gathering and extraction methods on the Services;

(j) harass, “stalk”, disrupt or interfere with any other user's use of the Services or affiliated or linked sites;

(k) upload, post, or otherwise transmit through or on the Services any viruses or other harmful, disruptive, or destructive files;

(l) use, frame, or utilise framing techniques to enclose any BioneXt lab trademark, logo, or other proprietary information;

(m) use meta tags or any other "hidden text" utilising the name BioneXt lab, a BioneXt lab trademark;

(n) deeplink to the Services;

(o) create or use a false identity on the Service, share account or access information, or allow any person besides yourself to use the Services;

(p) harvest or otherwise collect information about BioneXt lab users; and

(q) download, “rip,” or otherwise attempt to obtain unauthorised access to the Services. 

6.2 In case the Services require the creation of accounts, you will provide and maintain accurate, current and complete information. BioneXt lab reserves the right to take steps to verify the accuracy of information provided.

6.3 You are responsible for maintaining the confidentiality of your username and password, and you are responsible for all activities under your account that you can reasonably control. You must not share your password or other login information with any person. You must promptly notify us of any unauthorised use of your username, password or other account information, or of any other breach of security that you become aware of involving your account or the Services. 

6.4 In case the Services allow to communicate, submit, upload or otherwise make available information or messages, you may not submit or upload any information or messages that could be considered to be or is illegal, infringing, false, defamatory, threatening, violent, vulgar, obscene, or otherwise offensive or that harms or can reasonably be expected to harm any third person. BioneXt lab reserves the right to remove such information or messages in whole or in part. User will defend, hold harmless and indemnify BioneXt lab, its directors, representatives, employees, agents and advisors and keep them indemnified against any and all losses, damages, expenses, costs, actions, claims, suits, litigation, causes of action, obligations, demands and liabilities which may be brought against BioneXt lab by any third party for anything done or omitted in connection with (i) the User’s use of the CoVive App, including uploading of information or messages, (ii) the User’s violation of these Terms and (iii) the exercise or purported exercise of BioneXt lab’ rights hereunder. 

6.5 BioneXt lab is entitled in its sole discretion to suspend access to the Services or terminate the contractual relationship with you in case of a breach of your compliance with these Terms. 

7. Term and Termination

7.1 Unless expressly agreed otherwise, the contract between us and you is concluded for an indefinite period of time and may be terminated in writing by either party subject to a two weeks’ notice. 

7.2 For cause, the contract may be terminated in writing by either party at any time with immediate effect.

8. Applicable Law; Venue

8.1 These Terms are governed by and shall be construed in accordance with the laws of Austria without regard to the UN Sales Convention and/or any conflict of law rules under Austrian private international law.

8.2 The Parties shall attempt in good faith to resolve promptly any dispute arising out of or relating to these Terms. All disputes, controversies or claims arising out of or in connection with these Terms, which cannot be amicably resolved, shall be exclusively decided either by the competent court for the first district of Vienna. For consumers who have their domicile or habitual residence in Austria or are employed in Austria, the court in whose district the domicile, habitual residence or place of employment is located shall have jurisdiction.

9. Alternative Settlement of Disputes 

The European Commission provides a platform for an online settlement of disputes which can be accessed under http://ec.europa.eu/consumers/odr/.

10. Miscellaneous

10.1 No variation of these Terms shall be valid unless confirmed by BioneXt lab in writing.

10.2 The failure to exercise or any delay in exercising a right or remedy provided by these Terms or by law does not constitute a waiver of the right or remedy or a waiver of other rights or remedies. No single or partial exercise of a right or remedy provided by these Terms or by law prevents further exercise of the right or remedy or the exercise of another right or remedy.

10.3 If any provision of the Terms is held to be invalid or unenforceable, then such provision shall (so far as it is invalid or unenforceable) be given no effect and shall be deemed not to be included in the Terms, but without such invalidating any of the remaining provisions of the Terms. The invalid or unenforceable provisions shall be deemed replaced by a valid and enforceable substitute provision the effect of which is as close as possible to the intended effect of the invalid or unenforceable provision.

10.4 The headings used in these Terms are for purposes of ease of reference only and in no event or respect shall the substance of any provision in these Terms be interpreted or controlled by any such headings.

10.5 These Terms constitute the entire agreement between the Parties and supersede any previous agreements between the Parties relating to the subject matter of these Terms.

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