Service Terms
Avuxi
The following specifications relate to the integration of services from Avuxi (the “Integration”) in the Nezasa Platform. They can be changed or updated by Nezasa on its sole discretion at any time.
Any capitalized terms not otherwise defined in these Service Terms shall have the meanings set forth in the Annex 1 to the General Terms and Conditions.
1. Functionality
The Integration allows the End User to access the following information:
1.1. Geo-tagged data from multiple sources and allows the visualization of the resulting insights on maps, as well as location scores and points of interest information
Based on the above-stated information, the following actions can be performed using the Integration and the Nezasa Platform:
1.2. Discovering & exploring a map with the most attractive areas and venues with meaningful and relevant content.
2. Licence
The usage of the functionality is constrained along with the following terms in addition to the provisions stated in the General Terms and Conditions:
2.1. The Customer is granted a non-exclusive, worldwide right to use the Integration according to these Service Terms.
3. Customer Obligation
When using the Integration, the Customer adheres to the following obligations:
3.1. Title, full and complete ownership and the right to use the Avuxi Solution and any or all software owned, licensed or developed by Avuxi and used in the performance of this Agreement shall remain with Avuxi.
3.2. The Customer acknowledges that Integration and Licensed Content may not be constantly available. From time to time delivery of the services may be delayed due to scheduled or unscheduled maintenance or factors beyond supplier’s control and supplier’s failure to deliver the services in such event or events shall not constitute a breach of the Terms and Conditions.
3.3. The Customer acknowledges and agrees that the Integration and Licensed Content are made available under these Service Terms on an “as is” and “as available” basis.
3.4. Customer may not cache or store any data for the purpose of building a repository of location assets.
3.5. Customer may not use any supplier data in a manner that pre-fetches, caches, or stores data or results, except when enabling or improving an end user’s use of supplier services. Data stored or cached for this purpose shall be either purged or refreshed within ten (10) days.
3.6. Upon termination of the subscription, the Customer shall purge all location data provided by Provider within (10) days of termination of the Subscription.
In case of non-adherence to the obligations by the Customer:
3.7. The Customer shall be liable to Avuxi for any damage resulting from the Customer’s breach of these Service Terms.
3.8. Nezasa reserves the right to immediately terminate the Integration in case of a material breach of these Service Terms according to 6.2.
3.9. To the extent permitted under applicable law, the Customer will be liable for any damages caused by a potential breach of its obligations and will indemnify Nezasa and Avuxi from any damages.
3.10. Nezasa reserves the right to immediately terminate the Integration in case of a breach of legal or material contractual provisions according to 6.3.
3.11. Nezasa reserves the right to temporarily cease the Integration in case of a suspected breach of legal provisions according to 6.4.
4. Supplier Provisions
The supplier grants the following:
4.1. Avuxi shall provide current data of its solution.
4.2. All rights in intellectual property and license rights on the proprietary, intellectual property, data, location, brands, logos and other rights provided via the Integration remain with Avuxi, and nothing herein shall be interpreted as transferring any rights in or to such data, information, and material to the Customer or any third party.
4.3. Avuxi reserves the right to change the provided information at any time.
5. Nezasa Provisions
Nezasa grants the following:
5.1. All first-line customer service to Customers will be provided by Nezasa.
6. Term and Termination
6.1. These Service Terms shall be effective as of the Effective Date of the respective Purchase Order and, unless earlier terminated as provided herein, shall remain in force for the duration of the Purchase Order.
6.2. Either party may, by giving written notice to the other party, terminate this Agreement or the applicable Supplement(s) (whichever is or are affected), in whole, if the other party commits a material breach of this Agreement or the applicable Supplement, which breach is capable of being cured and not so cured within thirty (30) days after notice of the breach is received
6.3. Either party may, by giving written notice to the other party, terminate this Agreement or the applicable Supplement(s) (whichever is or are affected), in whole, if the other party commits a material breach of this Agreement or the applicable Supplement, which breach is not capable of being cured, following thirty (30) days after notice of the breach is received
7. Miscellaneous
Section 18 of the General Terms and Conditions shall also be applicable to these Service Terms and the respective Purchase Order.
Nezasa AG
Sihlstrasse 99
8001 Zurich
Switzerland
Version 1.0 | 28 January 2020