Conditions of Use
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1. Genomatix Mapping Service (the “Service”) comprises a process in which Genomatix sends a suitable preconfigured data storage device (the “Device”) to the Customer who loads raw data (the “Data”) onto it and sends it back. Genomatix then performs mapping and analysis routines (the “Analysis”), loads the Results on the Device and ships it back to Customer. Data, Results and Device remain with Customer. Genomatix will not store Data and Results after completion of the Service.
2. Customer should back-up Data prior to delivery to Genomatix. Data should not include live or production data or any other data that Customer is not prepared to lose.
3. Genomatix takes precautions to minimize the risk of transmitting software viruses via the Service. However, Genomatix will not accept liability for any loss or damage sustained as a result of software viruses and Customer is advised to carry out his own virus checks on the Device before connecting to it.
4. Customer will bear the entire risk of loss of, or damage to Device, Data and Results while in transit and Customer is solely responsible for obtaining insurance at his own expense. Genomatix has no liability or responsibility with respect to any delay, damage or loss incurred during shipment, including loss of Data.
In addition to the disclaimers, waivers and provisions in the Genomatix on-line license, Genomatix disclaims any duties of a bailee or warehouseman, and Customer waives all rights and remedies of a bailor (whether arising under Common Law or statute), related to or arising out of any possession, storage or shipment of Device or Data by Genomatix. Customer is solely responsible for applying appropriate security and anonymization measures to the Data.
Genomatix confirmed receipt of delivery does not: (a) indicate or imply
that any Device or Data has been delivered free of loss or damage, or that any
loss or damage to any Device or Data later discovered occurred after confirmed
receipt of delivery; (b) indicate or imply that Genomatix actually received the
amount of Data specified by Customer for such shipment; or (c) waive, limit or
reduce any of Genomatix’ rights under this agreement.
5. Genomatix software and data are not tested or approved for patient diagnostic purposes or clinical purposes and under no circumstances should be used for such purposes where FDA or similar regulatory approval is required. Licensee agrees to indemnify and hold harmless Genomatix and its officers, directors, agents, servants and employees from and against all claims arising out of or relating to the use or misuse of the software.
6. Once the Device has been sent out to Customer, Customer may not cancel the purchase order. Upon return of the Device to Genomatix, the actual costs of the Service are calculated based on the volume of returned Data. If Data does not comply with the specifications detailed at the time of the purchase order or Data on the Device is illegible, shipping and handling costs incurred have to be paid by Customer. If the content of Data subsequently prohibits the execution of the Analysis, the costs of the Service for minimal volume have to be paid by Customer.
Upon completion of the Analysis, Genomatix will return the Device with Data and Results to Customer. The Device will be sent to Customers designated shipping address. If this address is outdated, incorrect or prohibited, Genomatix will notify Customer and Customer will have 30 calendar days from the date of notification to supply a substitute address. After this time, Genomatix may dispose of the Device in any manner and has no obligation to reimburse or compensate Customer for any loss of Device or Data due to the disposal.
7. Applicable duties, customs, taxes and other charges for Devices shipped to and from Customer will be paid for by Customer. Genomatix will not accept any packages that have unpaid duties and taxes. Customer will comply with all specifications and documentation for the Service as detailed at the time of the purchase order.
8. Customer represents that he has all necessary rights to (a) provide the Data to Genomatix for Analysis and (b) authorize transfer of any Results into the corresponding on-line accounts, if applicable. Customer represents that Analysis of Data does not require a license under the laws or regulations of any country.
9. Genomatix may copy Data as necessary to transfer it between Device and hardware required for Analysis and on-line visualization to Customer, where applicable.
9. Licensee agrees that Data and Results are temporarily stored on the Genomatix servers and might be monitored by Genomatix. Genomatix will maintain reasonable efforts to protect Results and Data on Genomatix' servers that were transferred by Licensee via the service. Genomatix will keep Data and Results confidential and not disclose them to third parties.
10. In addition to Customers indemnification obligations under this agreement
and the Genomatix on-line license, Customer agrees to indemnify, defend and
hold Genomatix harmless from and against any and all claims, losses, damages,
liabilities, judgments, penalties, fines, costs and expenses (including
reasonable attorneys’ fees), arising out of or in connection with any claim
arising out of (a) the Device (whether or not title has transferred to us) and
Data, including any personal injury, death or property damage (including any
damage caused by malicious or harmful code included in Data); (b) any sales, goods
and services, use, excise, import, export, property, value added or other taxes
or duties assessed or imposed on Genomatix in connection with or as a result of
the storage, shipping or other actions by Genomatix taken with respect to the Device
or Data; (c)
any legal or regulatory violation, arising under the laws or regulations of any
country, related to shipping and Analysis of the Device or the Data,
respectively.