General Terms and Conditions for the Provision and Use of Online Services of injixo AG
Date: October 2018
1. The Service
a. What you get
b. Proper use
Each user of the service must be an individual for whom a separate login is created. Each login may only be used by one person. Sharing a single login between several people is not permitted, but you can create as many user logins as you like. It is your responsibility to use good password practice - for example a password of ‘password’ is not a good idea.
c. Start and end of term
The subscription term begins when you sign up for the service and continues until it is terminated by either one of us. You can sign up via the injixo website, by sending us an email or by calling us. Either of us can terminate the subscription at any time by email. You will be invoiced until the end of the month and there will be no refund whatsoever for previous months.
We work very hard to keep the injixo service live at all times and we aim to deliver Availability of at least 99.5%. This excludes interruptions of less than 15 minutes and things outside our control such as natural disasters and strikes. Scheduled maintenance is also excluded - but don’t worry, we’ll let you know about this in advance.
Here’s the science part: We use an industry-standard formula to calculate Availability. It always refers to a full calendar year and is calculated as follows:
VF = [100 * (VZ-AZ-NV) / (VZ-NV)] ≥ 99.5%
VF = Availability in %
VZ = defined availability time in minutes (total time)
AZ = Total downtimes within the defined availability time
NV = Total of planned or excluded unavailability. This will include:
- All downtimes of less than 15 minutes
- Scheduled maintenance (no worries, we will notify you in advance)
- Non-Availability as a result of force majeure or circumstances outside our control, such as natural disasters, terrorist attacks, social unrest, strikes, government action, Internet breakdowns and unlawful attacks by third parties on the infrastructure of the injixo-Platform.)
We invoice you at the end of each calendar month based on:
- the peak number of active users during that month. Every day, the service counts the total number of users in your account including all users that can be scheduled (such as agents) plus all users who are not scheduled but have login credentials (such as planners). Once the month is over, we charge the highest daily user count of the month.
- the total number of workloads in “live” mode during that month. We define a workload as a container for one or more queues (such as phone lines) whose historical data is used to generate forecasts. Workloads exist in two states - test and live. Workloads in test state can be used for evaluation purposes only and are free of charge. Workloads in live state can be used for subsequent scheduling steps and will be charged. The state of workloads is clearly indicated. Only authorised users can determine the state of workloads. Once the month is over, we charge the total count of workloads that have been in live state during that month.
The history and actual status of your total daily user count and total workload count per month can be tracked in the admin section.
Invoices are sent to your finance contact via email. All pricing excludes VAT and you are responsible for paying this and any other applicable taxes. Payment is due 30 days after invoicing. If you are late with payments, we reserve the right to temporarily or permanently shut down your access to the service.
There are no refunds for past periods, but you can cancel your subscription anytime.
h. Service messages
We may send you in-app or email messages from time to time about the service, such as scheduled maintenance or tips for getting the best out of the service.
2. The Legal Stuff
a. Intellectual Property Rights
b. Limitation of Liability
b1 We accept unlimited liability for death or personal injury resulting from our negligence, fraud or fraudulent misrepresentation.
b2 We accept no liability for any loss or damage which you may incur arising from any of the following circumstances:
- if Availability falls below 99.5% for any reason;
- any failure or defect in the injixo service resulting from inherent defects which were already present when your subscription term began;
- any failure or defect in free online services;
- any failure by you to comply with normal security procedures and good internet practice;
- any failure in the injixo service arising from any failure or delays of the internet or other communication networks; or
- any losses arising from circumstances beyond our reasonable control.
b3 We also do not accept liability for loss of profits, loss of business and loss or corruption of data or for any special, indirect or consequential loss which you may incur.
b4 If you suffer loss or damage for which we are legally liable then (except as stated in b1) our liability is limited as follows:
- if the liability is covered under our third party insurance policy then the limit is 500,000 Euro per claim;
- if the liability is uninsured then the limit per claim is the average monthly service charge which you have paid during the six months prior to the date of the claim; and
- no liability is accepted if you make a claim more than one year after you became aware of the circumstances giving rise to the claim.
b5 Each of us agree that we are the only person entitled to enforce the contract between us or to claim damages, or other relief, from the other party. Without limiting the foregoing, we each agree that we will not grant any person the right to claim from the other party damages or other losses suffered by such person even where such person is a beneficiary of any of the injixo services, including any of your associated companies or outsourcers.
c. Force Majeure
c1 Incidents of force majeure (such as circumstances and events which could not be prevented by exercising the diligence of prudent business management) suspend the contractual obligations of the parties for the duration of the disruption and to the extent of their effect. Should the delays resulting from this exceed a period of one week, both parties shall have the right to terminate the subscription with respect to the services affected. There shall be no further claims.
c2 Any consequences of a labour dispute with injixo or a third party for which injixo is not to blame shall also be considered to be force majeure where this affects the performance of services of injixo.
d1 Both parties undertake to treat any information regarding secret knowhow or internal operating secrets of the other party acquired in the course of their cooperation as strictly confidential. This affects in particular, any information not accessible to the public about the online services of injixo, as well as your data processed as part of the online services.
d2 injixo is entitled to mention this subscription for public relations purposes.
e. Personal Data
If as part of the injixo service we need to process any personal data on your behalf then we will both make sure that we comply with our respective obligations under data protection legislation.
f. Network Connections
You are responsible for obtaining and maintaining network connections and telecommunication links from your systems in order to be able to receive the injixo service.
g. Dispute Resolution
g1 The contract between us shall be governed by and construed in accordance with the laws of England and Wales.
g2 The exclusive legal venue in relation to any disputes or claims arising under the contract between us is the courts of England and Wales.
h3 You cannot transfer the injixo subscription or the benefit of the contract between us relating to the service to any third party.
i. Changes to the agreement