Date: 25.10.2024
This page is an automatic translation of the original German version and is provided purely for convenience. The German version of the General Terms of Use applies (see Article 17 of this document). Click here to switch to the original German version.
1.1 These terms of use apply between you (hereinafter also referred to as "USER") and us, e:fs TechHub GmbH, Dr.-Ludwig-Kraus-Str. 6, 85080 Gaimersheim, Germany (hereinafter also referred to as "e:fs TechHub") regarding the use of the tool "Thetis" for evaluating artificial intelligence (AI) (hereinafter referred to as "LICENSE OBJECT"). USER and e:fs TechHub are hereinafter individually referred to as "CONTRACTING PARTY" or collectively as "CONTRACTING PARTIES."
1.2 These terms of use exclusively apply to the use of the LICENSE OBJECT. The USER's general terms and conditions will not become part of the usage agreement. Their inclusion is hereby explicitly excluded.
1.3 For certain services, additional terms apply, which the USER will be explicitly notified of upon registering for the respective service and which the USER accepts.
1.4 The use of the LICENSE OBJECT presupposes that the AI data provided by the USER for evaluation meets the requirements in terms of quality and reliability. This includes, in particular, the following testable and non-testable criteria:
1.5 The LICENSE OBJECT may not be used for the evaluation of prohibited AI practices (cf. Art. 5 AI Act) or for purposes that violate legal provisions or these terms of use. The USER's use of the software may affect, in particular, methods, procedures, and workflows within their sphere and may, depending on the application context and the USER's or their company's field of activity, also be used to control and configure the USER's machines and equipment, which may influence certain evaluation processes or the production of work results. The software is intended only as a support tool or as an assistance tool in the form of a recommendation-based system and cannot replace an independent examination and/or critical judgment by the USER and their authorized users regarding the evaluation and/or test results generated by the software, especially in terms of what organizational and technical measures should be taken in view of the above-mentioned application contexts. Furthermore, the software is not suitable for conducting an assessment of the USER's AI system or auditing the associated test criteria and requirements to make a decision about its use. e:fs TechHub does not undertake any legal review of whether the measures the USER may plan to implement based on the software are lawful, e.g., concerning data protection or labor law aspects. The USER is solely responsible for the use of the LICENSE OBJECT. e:fs TechHub also does not provide any warranty or guarantee regarding the completeness of the test and evaluation results generated by the software.
2.1 The usage agreement between e:fs TechHub and the USER can be concluded according to the following provisions for the usage options offered on the e:fs TechHub websites.
2.1.1 Download Usage: The usage agreement can be concluded through individual communication with the USER, after the USER has submitted a non-binding request to e:fs TechHub, for example, via the contact form or email. Upon request, e:fs TechHub will provide the USER with an offer regarding the use of the LICENSE OBJECT. The offer will include these terms of use, or a link to them will be provided. The USER can accept the offer and, by accepting it, agrees to the inclusion of these terms of use in the version valid at the time of acceptance. After the USER's acceptance, e:fs TechHub will inform them where and how to obtain and install the LICENSE OBJECT. The USER will also receive a license key, which unlocks the LICENSE OBJECT for use within the functional scope specified in the offer.
2.1.2 Online Usage: Thetis can also be used in an online version provided as Software-as-a-Service via a browser. In this case, the usage agreement is concluded upon registration and activation of the USER after completing the online order process for the license model desired by the USER. The USER can register by entering the data requested in the registration form (username and email address) and setting a password. The USER must also agree to these terms of use, which form the basis of the usage agreement. The USER will then receive an email at the email address provided in the registration, requesting them to confirm the email address and activate the user account by clicking an activation link. The registration process is completed when the USER clicks on the activation link.
2.2 The USER can print or save the contract text (these terms of use) using their browser functions. The current version of these terms of use is also available at https://app.thetis.de/static/terms.
Further information on the right of withdrawal for consumers can be found in the withdrawal policy of e:fs TechHub.
4.1 By concluding a usage agreement, the USER gains access to the LICENSE OBJECT. In the case of download usage, the USER is granted physical access to the software as per section 4.2, while online usage is purely browser-based as per section 4.3. Without purchasing a paid license, the USER has only limited basic access to the software (user and AI solution management, including management functions and data upload and performance package).
4.1.1 Download Usage: The usage agreement can be concluded through individual communication with the USER, after they have submitted a non-binding request to e:fs TechHub, for example, via the contact form or email. Upon request, e:fs TechHub provides the USER with an offer for the use of the LICENSE OBJECT. The offer includes these terms of use, or a link to them is provided. The USER can accept the offer and, by doing so, agrees to the inclusion of these terms of use in the version valid at the time of acceptance. After accepting, the USER receives information from e:fs TechHub about where and how to obtain and install the LICENSE OBJECT. Additionally, the USER is provided with a license key, which unlocks the LICENSE OBJECT for use within the scope specified in the offer.
4.2.1 In the case of download usage, access to the LICENSE OBJECT is provided through the download and use of the associated software. After concluding the usage agreement, the USER receives a download link to download the .exe file for installing the LICENSE OBJECT on their computer. Details on the services and the technical requirements for use are available at https://efs-opensource.github.io/Thetis/.
4.2.2 In the download usage model, the software is made available to the USER in object code for download. The USER is not provided with or given access to the software in source code, nor are they granted any rights to it.
4.2.3 The license key provided separately to the USER must be stored in the LICENSE OBJECT's system. More detailed information and a description of the necessary steps can be found in the documentation, available at https://efs-opensource.github.io/Thetis/. The license key is valid for the scope of use and duration agreed upon in the usage agreement.
4.3.1 In the case of online usage, the USER only receives browser-based access to the LICENSE OBJECT after logging into the online platform made accessible by e:fs TechHub, with the content and services available there. Details on the services and the technical requirements for use are available at https://app.thetis.de/download/Leistungsbeschreibung.pdf.
4.3.2 The USER is only granted access for use; they are not provided with software in either object code or source code, nor are they granted any rights to it.
4.3.3 If, in the course of using the LICENSE OBJECT, the USER provides or uploads their data (especially project data of their AI systems), information, or other content (hereinafter referred to as "USER CONTENT"), they alone are responsible for the accuracy, completeness, and compliance with legal requirements and the rights of third parties.
4.3.4 e:fs TechHub and the USER agree that e:fs TechHub is under no obligation to verify the USER's information at registration or USER CONTENT for accuracy, completeness, legal infringements, or violations of laws unless a specific report is made. Upon specific reports of violations of these principles or guidelines, e:fs TechHub will take necessary measures, such as verification. e:fs TechHub will notify the USER of these measures and, if necessary, request their statement. If the USER does not provide sufficient proof of accuracy, completeness, legality, or compliance within a reasonable period, e:fs TechHub is entitled to comply with any requests for removal or prohibition without this being considered a violation of the obligations under the usage agreement. In the case of obvious violations, e:fs TechHub is also entitled to do so without obtaining a statement from the USER.
4.3.5 e:fs TechHub does not guarantee the continuous and uninterrupted availability of the websites and the provided content and services. e:fs TechHub ensures a minimum availability of 95% of the websites and thus the content and services, calculated on a monthly basis and 24 hours a day, 7 days a week. This excludes the scheduled interruptions required for the maintenance, upkeep, and further development of the LICENSE OBJECT within a reasonable scope, as well as interruptions due to non-contractual or improper use of the LICENSE OBJECT, other violations of the contractual terms by the USER, failures of hardware or software of the USER or third parties (e.g., virus infections, data center failure), internet service provider failures, or force majeure. Availability, in this sense, is defined as the ratio of actual time to scheduled time. Availability is calculated as follows: actual time / scheduled time * 100. The warranty and liability of e:fs TechHub for defects or other breaches of duty in accordance with these terms of use remain unaffected by the provisions of this sub-clause.
5.1 e:fs TechHub grants the USER non-exclusive rights to use the LICENSE OBJECT in the case of download usage. This includes the right to load and run the LICENSE OBJECT for the purposes mentioned in these terms of use, as well as to store and reproduce it for loading and running purposes. In the case of online usage, the USER only has the right to use the LICENSE OBJECT in a browser-based manner. All other rights are reserved. Basic access after registration by the USER without a paid license only includes limited rights to use the LICENSE OBJECT with significantly restricted functionality for this license type (see section 4.1). Otherwise, the scope of use is determined by the paid license package concluded by the user.
5.2 The granting of usage rights begins upon conclusion of the usage agreement and installation of the LICENSE OBJECT for download usage, or upon the first login to the online platform for online usage, and is limited to the duration specified in the offer. Upon termination of the usage rights, all USER rights to use the LICENSE OBJECT cease immediately. The granting of usage rights is contingent upon timely and full payment of the agreed license fee(s).
5.3 The usage rights are geographically restricted to the European Union, the United Kingdom, Norway, Switzerland, the USA, Canada, South Korea, Japan, Australia, Israel, and India.
5.4 The LICENSE OBJECT is protected by copyright laws and other laws and treaties protecting intellectual property. e:fs TechHub retains copyright and other proprietary rights to the LICENSE OBJECT; only the rights to use the LICENSE OBJECT to the agreed extent are granted. Copyright notices, serial numbers, and other identification marks contained in the LICENSE OBJECT may not be removed or altered.
5.5 The USER is not granted any rights to modify the LICENSE OBJECT.
5.6 The USER is not entitled to transfer the LICENSE OBJECT, parts thereof, access to it, or the usage rights granted under this agreement to third parties, make it publicly accessible, or grant simple or exclusive licenses to the LICENSE OBJECT or parts thereof or regarding individual or all usage rights granted to them to third parties.
5.7 e:fs TechHub does not grant the USER any usage rights or other rights beyond this agreement, nor does this agreement create any obligation to grant such rights. In particular, the USER is not entitled to rent, lease, lend, or otherwise make the LICENSE OBJECT available to third parties, or to reverse engineer, decompile, or disassemble the software unless such permissions are explicitly granted by e:fs TechHub or according to this agreement. Sections 69d and 69e of the German Copyright Act (UrhG) remain unaffected.
5.8 The USER agrees to ensure that the LICENSE OBJECT or parts thereof, especially contained software code, are neither disclosed to third parties nor made available in any other way. Third parties in this sense are those who have not received effective authorization from e:fs TechHub or lawfully from the USER to use the LICENSE OBJECT or parts thereof.
5.9 The USER agrees to promptly report any errors in the LICENSE OBJECT that they become aware of to e:fs TechHub.
5.10 The USER is prohibited from:
6.1 By uploading or providing USER CONTENT, the USER grants e:fs TechHub the right to use this USER CONTENT in the ways necessary for storing and making it available in the LICENSE OBJECT, particularly to store, reproduce, and make USER CONTENT available for use.
6.2 The USER assures that they themselves have the necessary rights to use the USER CONTENT.
7.1 Upon conclusion of the usage agreement, a personalized user account is created for the USER by e:fs TechHub. With their email and password, the USER can activate this user account and log in (so-called login). In the profile associated with their user account, the USER can view their registration details and, if necessary, add further personal information (first and last name).
7.2 The USER is required to update their profile information themselves and keep the provided data current. Legal declarations within the scope of the usage agreement can be sent to them via email at the address they provided.
7.3 The provision of the user account does not entitle the USER to specific services. The USER has the option to log in through the login field on the online portal and use the functions provided there. e:fs TechHub reserves the right to modify the LICENSE OBJECT and the functions and content provided there to the extent reasonable, provided these changes serve the further development of the LICENSE OBJECT or are technically (e.g., to improve availability) or legally necessary.
7.4 The USER is obliged not to disclose the granted access or associated login data to third parties and to protect it from unauthorized access by appropriate measures. Their existing obligations under legal provisions or contractual agreements, such as regarding the protection of third-party data, remain unaffected.
8.1 The USER can utilize additional paid services related to the LICENSE OBJECT upon payment of an additional fee, provided such services are offered by e:fs TechHub on their website or within the scope of online usage.
8.2 e:fs TechHub explicitly labels such services as paid and provides the USER with detailed information, including the content and scope of the services, the costs, their duration, and cancellation terms.
8.3 The USER can request the desired service and any additional options via the contact form at https://thetis.de or by emailing thetis@efs-techhub.com. e:fs TechHub can respond to this request by providing a link to an e:fs TechHub website where the download link is available and notifying the USER of the fee for the service installation file and its use. This constitutes a binding offer to conclude a usage agreement. By clicking the link in the email, the USER accepts this offer and agrees to the inclusion of these terms of use in the usage agreement.
9.1 The USER pays e:fs TechHub the agreed fee, as specified in the offer, for the use of the LICENSE OBJECT and the features and services available within it.
9.2 Unless otherwise agreed, the fee for paid services is due immediately after the respective contract is concluded. Payment is made via the methods offered to the USER. Payment is considered complete only when it has been credited to e:fs TechHub's account.
9.3 In the B2B sector, e:fs TechHub issues an invoice to the USER. Payment is due immediately upon receipt of the invoice.
9.4 In the event of payment default, the amount owed by the USER will accrue interest according to statutory regulations. e:fs TechHub expressly reserves the right to pursue further claims due to the USER's payment default. Additionally, if the USER defaults on payment and fails to meet a deadline for catching up on payment, e:fs TechHub may restrict or revoke the usage rights granted in this contract or separately agreed upon with immediate effect.
10.1 e:fs TechHub does not owe any implementation or installation of the LICENSE OBJECT, nor support services, training, or maintenance.
10.2 The USER is required to update the software in the case of download usage. e:fs TechHub will notify the USER of the availability of updates in an appropriate manner, prompt them to update, and inform them of the consequences of failing to install the update.
10.3 e:fs TechHub is entitled to make changes to the LICENSE OBJECT that go beyond an update if there is a valid reason. A valid reason includes, for example, the need to adapt the LICENSE OBJECT to a new technical environment, accommodate increased user numbers, or make necessary adjustments for other important operational reasons. e:fs TechHub will inform the USER of such changes. If the changes impair the usability or access to the CLIENT, the USER may terminate the contract free of charge within 30 days. Section 327r of the German Civil Code (BGB) applies.
11.1 The usage agreement has an initial term based on the duration package chosen by the USER and is extended indefinitely after that period. The USER may terminate the contract at the end of the initial term and thereafter at any time with one month's notice without stating reasons.
11.2 The CONTRACTING PARTIES' right to extraordinary termination for good cause remains unaffected. A good cause exists if, taking into account all circumstances of the individual case and balancing both parties' interests, the terminating party cannot reasonably be expected to continue the contractual relationship until the agreed termination date or the end of a notice period.
11.3 Any termination must be explicitly declared to the other CONTRACTING PARTY, at least in text form.
11.4 In the event of termination or other ending of the usage agreement, the granted usage rights terminate, and the USER must cease using the LICENSE OBJECT, fully uninstall components of the LICENSE OBJECT installed on their devices, delete the original and any copies or partial copies, and provide proof of this to e:fs TechHub upon request.
11.5 If the USER continues to use the LICENSE OBJECT or exercises the granted usage rights after the contract term has ended, this does not imply an automatic extension of the contract.
12.1 The USER's claims for defects in the LICENSE OBJECT are governed by the applicable statutory provisions unless otherwise stipulated below.
12.2 e:fs TechHub warrants that the LICENSE OBJECT can be used for the purposes agreed upon.
12.3 The USER's warranty claims are particularly excluded if the defects
12.4 In the event of a defect, e:fs TechHub will, at its discretion, rectify the defect by repair or replacement of the LICENSE OBJECT or its component. The USER's statutory right to reduce the agreed fee due to a defect is limited insofar as the USER can only reclaim any excess payment above the reduced fee from e:fs TechHub in accordance with the provisions on unjust enrichment.
12.5 e:fs TechHub may refuse to remedy the defect until the USER has paid the agreed fee to e:fs TechHub, less an amount corresponding to the economic significance of the defect. This does not apply to undisputed, legally established, or ready-for-decision claims of the USER.
12.6 Defects must be reported by the USER in at least text form with a comprehensible description of the symptoms, supported by records, hard copies, or other documents illustrating the defect. This does not apply to defects that were present at the time of contract conclusion and were obvious to e:fs TechHub. The defect report must be made without delay, but no later than fourteen (14) days after the defect is detected.
12.7 Liability for damages without fault for defects that were already present at the time of contract conclusion is excluded. The other liability provisions contained in this contract remain unaffected.
12.8 If the USER asserts a defect against e:fs TechHub and this defect cannot be identified or reproduced, or if, after proper investigation, it cannot be attributed to e:fs TechHub's warranty obligation (apparent defect) and the USER could have recognized this, the USER shall reimburse e:fs TechHub for costs and expenses incurred for verification and/or attempted remedy.
12.9 e:fs TechHub warrants that the components of the LICENSE OBJECT are free from third-party rights that would restrict or exclude the use of the contractual service for the contractually agreed purpose. e:fs TechHub covers costs and damages imposed on the USER due to third-party rights infringements arising from the contractual use of the LICENSE OBJECT, provided the infringement is not attributable to the USER. The USER shall promptly notify e:fs TechHub of any such claims. In the event of such claims, e:fs TechHub may, at its own expense, modify or replace the LICENSE OBJECT to a reasonable extent for the USER.
12.10 To the extent that the operation or functionality of the LICENSE OBJECT depends on third-party software (e.g., operating system, browser), compatibility is only warranted with the version specified in the relevant description, or, if none is specified, with the version common at the time of contract conclusion. e:fs TechHub does not warrant that the LICENSE OBJECT will be compatible with later versions. The warranty also does not include adapting the LICENSE OBJECT to changed operating conditions or technical and functional developments, such as changes in the IT environment, particularly changes in hardware or operating systems, adaptation to the functionality of competing products, or ensuring compatibility with new data formats.
12.11 In cases where e:fs TechHub is obligated to provide a warranty, warranty claims expire one year from the statutory commencement of the limitation period, unless e:fs TechHub is liable without limitation under statutory provisions or the liability provisions set out in this contract. This also applies to compensation claims and the right of removal under Section 548 (2) of the German Civil Code (BGB).
13.1 e:fs TechHub is liable in cases of fraud, intent, or gross negligence in accordance with the statutory provisions.
13.2 Damages caused by slight negligence on the part of e:fs TechHub are only compensated if they involve the breach of a fundamental obligation, the non-compliance of which endangers the achievement of the agreed purpose of the contract and/or whose fulfillment enables the proper execution of the contract and upon which the USER may regularly rely (cardinal obligation). In such cases, e:fs TechHub's liability is also limited to the extent of damage that e:fs TechHub could typically foresee at the time of contract conclusion, given the circumstances known at that time and considering the nature of the contractual agreements.
13.3 The aforementioned exclusions and limitations of liability also apply in favor of the employees, representatives, officers, and agents of e:fs TechHub as well as in favor of other third parties used by e:fs TechHub to fulfill the contract.
13.4 Statutory cases of mandatory liability (e.g., claims for damages under the Product Liability Act) and liability for damages resulting from injury to life, body, or health remain unaffected by the above limitations of liability.
14.1 The USER is liable for any damage caused to e:fs TechHub due to a breach of the usage agreement. In particular, the USER is liable for any misuse of their access to the LICENSE OBJECT that they are responsible for.
14.2 Furthermore, the USER is solely responsible for the content they provide, post, or make accessible in or through the LICENSE OBJECT and for any statements included therein. The USER indemnifies e:fs TechHub from any liability towards third parties for the USER CONTENT presented and/or offered in or through the LICENSE OBJECT. In the event of legal claims against e:fs TechHub by third parties, the USER agrees to promptly provide e:fs TechHub with all information and materials necessary for assessing the facts and legal position.
e:fs TechHub reserves the right to amend the terms of use at any time. The USER will be notified of the changes by email four weeks before they take effect. The USER has the right to object to the application of the new terms of use within two weeks after receiving this email. If the USER does not object, the amended terms of use will become part of the contract after the four-week period has expired.
16.1 The usage agreement is governed by the laws of the Federal Republic of Germany, excluding the United Nations Convention on Contracts for the International Sale of Goods (CISG). If the USER is a consumer, this only applies to the extent that the protection granted by mandatory provisions of the law of the state in which the consumer has their habitual residence is not withdrawn.
16.2 The exclusive place of jurisdiction for all claims arising from or in connection with the usage agreement is the registered office of e:fs TechHub, provided the USER is a merchant, a legal entity under public law, or a special fund under public law, or has no general place of jurisdiction in the Federal Republic of Germany. Otherwise, the statutory provisions apply.
Any English version of these terms of use is provided solely for convenience. The German version is the only legally binding version and takes precedence in case of discrepancies or differences from the English version. This also applies to all other related documents, such as accompanying documents, as appropriate.
Should individual provisions of this contract be wholly or partially invalid or unenforceable, or if this contract contains a gap, the validity of the remaining provisions shall not be affected.