STANDARD TERMS OF USE OF THE MOBILE APPLICATION VETÕ TOUCH SAFE

These standard terms of use (hereinafter the ÒSTUÓ) set forth the terms of use of the mobile application VetÕ Touch Safe (hereinafter the ÒApplicationÓ).

The installation and use of the Application by any user (hereinafter the ÒUserÓ) suppose the acceptance of the STU and are accordingly governed by these STU.

1.     Identification

1.1.         The Application is published by VETOQUINOL SA, a French sociŽtŽ anonyme with a share capital of Û 29,704,755, having its registered office in 70200 Magny Vernois France, registered with the Vesoul/Gray Commerce and Companies Registry under the number 676 250 111 (hereinafter referred to as ÒVŽtoquinolÓ).

 

1.2.         The Application is marketed by VETOQUINOL UK LTD.

Vetoquinol House, Great Slade, Buckingham Industrial Park,

Buckingham, MK181PA, United Kingdom

Email address: UK_office@vetoquinol.com

Telephone number: +44 1280 814500

 

2.     purpose of the Application

2.1.         The Application is strictly reserved for Users who are veterinarians, in order to enable them to carry out audits of pig breeding units (hereinafter the ÒAuditsÓ). The Application is designed in order to allow for the collection of data during the physical visit of the breeding unit by the User.

 

2.2.         The Application is intended to enable its user

-        to optimise his working time with a tool dedicated to the carrying out of the Audit:

o   by facilitating data collection, and

o   by preparing a report

-        and to base his diagnosis on:

o   a set of priorities related to a Scoring System, having regard to the Biocheck benchmark, developed by Ghent University (Belgium)

o   a score,

o   ease of reading based on graphics

-        and to facilitate discussion with breeders,

o   on a real-time basis,

o   by providing objective evidence related to critical points

-        and to improve compliance with its recommendations

o   by clarifying priority steps,

o   by identifying economic advantages for the breeder,

o   by comparing results with other breeders,

o   by securing immediate consent,

-        and to develop the billing of new services

 

2.3.         More specifically, the Application offers an evaluation of biosafety parameters by using a questionnaire, with the scoring system whose results are presented in the form of tables and graphs. Such evaluation is intended to contribute to the improvement of the biosafety factors allowing for advances in zootechnical performances and economic results.

3.     Access to the Application

3.1.         The installation of the Application requires the following on the part of the User:

-        availability of an Ipad mobile terminal running the iOS operating software (version 8 minimum and version 9 recommended) and Internet access,

-        downloading of the Application on the App Store downloading platform,

-        acceptance of the STU,

-        connection to oneÕs user space by means of the identification code and password communicated by the VŽtoquinol sales representative.

 

3.2.         The access to and use of the Application are systematically conditional on the entering of the UserÕs identification code and password. Such identification code and password are strictly personal, and the User is responsible for taking all steps in order to protect the confidentiality thereof. Any access to and use of the Application by means of the UserÕs identification code and password shall be deemed attributable to the User.

4.     Acceptance of the STU

4.1.         Any User wishing to make use of the Application must review the STU and accept the terms thereof.

 

4.2.         By clicking on the icon entitled ÒAcceptation of the Standard terms of use and declarationÓ, the User acknowledges its adherence to these STU, its acceptance with the terms thereof, and its agreement to comply with the STU.

 

4.3.         VŽtoquinol reserves the right to amend and update the STU at any time and without any prior notice, it being specified that the applicable STU are the STU in effect at the time of their acceptance.

5.     Use of the Application

5.1.         The Application is accessible according to two modes.

-        A trial mode enabling the User to access the Application for a period of 3 (three) months, in order to carry out 10 (ten) Audits. At the end of this period of 3 (three) months, the access to the Application is terminated, and the User loses the benefit of the Audits that he has not carried out during the said period. The User may subscribe only once for the trial period. At the end of the period of 3 (three) months, the User may subscribe to the service below.

-        A Subscription mode enabling the User to access the Application for a maximum period of 1 (one) year, in order to carry out a certain number of Audits determined upon subscription. At the end of the said period of 1 (one) year, the access to the Application is terminated, and the User loses the benefit of the Audits that he has not carried out during the said period. Each User may renew the subscription to the Subscription service only at the end of the period of 1 (one) year or only once the User has carried out all the Audits to which he subscribed in a maximum period of 1 (one) year.

 

5.2.         The User agrees:

-        to use the Application solely for the purposes for which it is intended,

-        to use the Application in compliance with the STU,

-        not to make the Application accessible to any third party, in any form whatsoever.

 

5.3.         If the data collection forms are not filled in, it will not be possible to register the User or to use the relevant feature.  

6.     removal of the user space

6.1.         The user space is automatically deactivated at the end of the Subscription.

 

6.2.         The user may remove his user space at any time, upon request to VŽtoquinol. Such removal is definitive.

 

6.3.         VŽtoquinol reserves the right to eliminate the UserÕs account without prior notice and terminate the STU and/or from the Subscription contract in case of violation by the User of Clauses 5.2, 10.3 and 11.3 of the STU, without any right for the User to claim any losses or damages which it may incur as a result. VŽtoquinol may use the said right without prejudice to its right to claim damages in order to make whole any loss suffered because of the violation of the STU by the User.

7.     financial terms

7.1.         The trial service is made available free of charge for ten (10) Audits.

 

In consideration for the attainment of the product purchase commitments determined in Appendix 1, the Subscription service is available free of charge.

 

7.2.         Once the User has selected the Subscription service, the access to and use of the ApplicationÕs features, within the limit of the number of Audits corresponding to the subscribed formula, shall not give rise to any charge other than the cost of the subscription with a telephony operator and the costs of connection to the Internet.

8.     Maintenance

8.1.         VŽtoquinol shall make its reasonable efforts to monitor and correct any bugs likely to affect the Application.

 

8.2.         VŽtoquinol shall make its reasonable efforts to ensure the ongoing maintenance of the Application in order to ensure its compatibility with the new versions of the iOS operating software.

 

8.3.         Such maintenance services shall be provided by making available new versions of the Application that the user shall be asked to download.

9.     VŽtoquinolÕs liability

 

9.1.         The limitations on liability set out in this clause 9 are subject to clause 9.9.

 

9.2.         VŽtoquinol shall not be held liable for any consequences possibly resulting from the interpretation of the results generated by the Application or for the use of such results by the User or by any third party.

 

9.3.         VŽtoquinol shall not be held liable for any direct or indirect damage (in particular loss of profits, loss of data, loss of business opportunity), possibly resulting from the access to or use of the Application or any information or results contained therein, regardless of their nature. VŽtoquinol disclaims any liability as regards the advisability of the decisions and the implementing mode thereof, as selected by the User in sole reliance on the information and results generated by the Application.

 

9.4.         VŽtoquinol disclaims any liability in case of damage suffered by the User in particular (but without limitation) because of the loss, deterioration or alteration of files, transmission of viruses that might affect its computer equipment or any property in relation to the connection and/or perusal and/or use of the Application. The User shall be responsible for taking any appropriate steps in order to protect its own data and its own equipment for any contamination by viruses or from any attempted trespassing of its IT system by third parties through the Application.

 

9.5.         The User acknowledges that the technical reliability of data transmissions on the Internet is relative and that the data are not protected against a possible misappropriation. Under such conditions, the communication of passwords, identification codes or other confidential data and more generally any sensitive information is made by the User under his sole responsibility.

 

9.6.         The User acknowledges that VŽtoquinol may not be held liable for the operating conditions of the Internet, which can have an impact on the access to and use of the Application, and in particular any access, availability and network throughout issues liable to prevent access to the Application or to materially slow down access to the Application and affect the response times necessary in order to display, peruse, query or transfer data.

 

9.7.         The User acknowledges that his equipment is connected to the Internet under his sole liability and that accordingly VŽtoquinol shall in no event be held liable for any damage that may occur during his connection.

 

9.8.         As a consequence, the User, having full knowledge of the foregoing, agrees not to hold VŽtoquinol liable on account of any of the circumstances or events referred to above.

 

9.9.         Nothing in this STU shall limit VŽtoquinolÕs liability for:

 

9.9.1.    death or personal injury caused by VŽtoquinolÕs negligence; or

 

9.9.2.    fraud or fraudulent misrepresentation.

 

10.  UserÕs warranties

10.1.      The User agrees to indemnify and hold VŽtoquinol, as well as any and all persons involved in the creation and development of the Application, free and harmless against any claim, liability, expense or cost resulting from the violation of these STU or related to the use of the Application.

 

10.2.      The User agrees to enter solely accurate data into the Application. Any and all items of information and data shall be transmitted by the User under his sole responsibility, and the User agrees to indemnify and hold VŽtoquinol free and harmless against any and all damage possibly resulting from such transmission.

 

10.3.      The User shall be solely liable for any damage or direct or indirect loss, whether tangible or intangible caused by himself to VŽtoquinol on account of any use of the Application, whether or not the said use is lawful. In the cases referred to above, the User agrees to indemnify and hold VŽtoquinol free and harmless, including but not being limited to any reasonable attorney fees that VŽtoquinol has been compelled to incur, in the event that VŽtoquinol is ordered to pay any damages.

11.  intellectual property

11.1.      Except as regards the data filled in by the User, under these STU, the Application and all of its constitutive elements, and in particular (but without limitation) any computer programs, databases, visual elements, texts, graphs, photographs, images, trademarks, logos, miscellaneous creations and works capable of being protected, etc., whether registered or not, and more generally any information included on the Application are the exclusive intellectual property of VŽtoquinol or any third party with which VŽtoquinol has executed agreements allowing for the use of such intellectual property.

 

11.2.      VŽtoquinol grants to the User, in respect of the Application, a non-exclusive, strictly personal and non-transferrable license, solely for the purposes of his use in accordance with the ApplicationÕs intended purpose. Such license shall be effective from acceptance of the STU by the User and is granted solely for the term of the Subscription.

 

11.3.      The User does not have any right in or to the Application, save for a sole right of use. The User does in particular not have any right to reproduce, circulate or more generally exploit the Application by any means whatsoever, save with VŽtoquinolÕs express prior consent.

12.  personal data

12.1.      When personal data or sensitive personal data originating from or relating to the UserÕs customers or third parties are filled in by the User, the User is responsible for giving notice to the said person and for seeking such third partyÕs consent and shall indemnify VŽtoquinol against any claims, liability and costs incurred by VŽtoquinol which arise as a result of a breach by the User of this clause 12.1.

12.2.      The personal data (or any sensitive personal data) relating to the User which is collected in connection with the creation of the personal space or the UserÕs use of the Application are intended for the purposes of the commercial relationships between VŽtoquinol and the User and in order for VŽtoquinol to provide the Application and to allow for the use of the ApplicationÕs features by the User. Such personal data (or sensitive personal data) may also be used for statistical purposes. The personal data (or sensitive personal data) that a User provides that relates to the UserÕs customers or third parties may not be used for commercial purposes. Certain anonymized data are transferred to the University of Ghent strictly for research purposes.

 

12.3.      The User has a right of access, modification, correction and removal of information that VŽtoquinol holds about them. The User may exercise each of the said rights at any time by means of the email address mentioned in 1.2 above.

 

 

 

13.  availability of the Application

13.1.      VŽtoquinol shall make its reasonable efforts so that the Application and the results of each Audit shall be accessible round the clock seven days a week.

 

13.2.      The Application may be inaccessible in particular in case of force majeure, breakdown or maintenance operations that VŽtoquinol may carry out at any time without any prior notice.

14.  governing law Ð jurisdiction

14.1.      The STU and any dispute or claim arising out of or in connection with the STU or its subject matter shall be governed by and construed in accordance with the laws of England and Wales.

 

14.2.      The User and VŽtoquinol agree that the courts of England and Wales shall have non-exclusive jurisdiction to settle any dispute or claim that arises out of or in connection with the STU or its subject matter or formation (including non-contractual disputes or claims).

15.  legal indications

The Application is published by:

Vetoquinol S.A.

A French sociŽtŽ anonyme with a share capital of Û 29,704,755

Registered office: 70200 Magny Vernois, France

Registered with the Vesoul/Gray Commerce and Companies Registry under the number 676 250 111

VAT number: FR 01 676 250 111

Telephone: + 33 3 84 62 55 55

Email: communication.group@vetoquinol.com

Publication Manager: Mr. Etienne Frechin, Chairman

 

The Application is hosted by:

Corporate name: CIMEOS KENUA ICOVA FORMEOS

Registered office: 6, rue de la Batterie, 90400 Sevenans, France

Telephone: 09 72 30 72 30

Email: www.kenua.com