END USER LICENSE AGREEMENT FOR THE TESTING COCKPIT – 12/2022
In order to access and use the ATESTEO Testing Cockpit (“Testing Cockpit”) you as a user of the Testing Cockpit (“User” or “You”) must agree to this End User License Agreement (“EULA”) when you log into the Testing Cockpit for the first time.
1.1. The EULA applies between You and ATESTEO GmbH & CO. KG (“ATESTEO”, “We”, “Our”, “Us”).
1.2. The Testing Cockpit is provided as a Software-as-a-Service solution.
2. Eligibility to use the Testing Cockpit
2.1. You are only eligible to use the Testing Cockpit if
2.1.2. You have been determined by the Customer to act as an Authorized User under the Testing Cockpit Contract;
2.1.3. You have received personalized login-data (username and password) from ATESTEO to access the Testing Cockpit;
2.1.4. the Customer is not in default with the payment of any fees for the use of the Testing Cockpit;
2.1.5. and as long as the Testing Cockpit Contract between Customer and ATESTEO is valid and not terminated.
2.2. You are only eligible to use the mode of the Testing Cockpit (Economy Mode, Business Mode or Pilot Mode) as selected by the Customer in the Testing Cockpit Contract. The functionalities of the Testing Cockpit are described in the Testing Cockpit Contract between ATESTEO and the Customer.
3. Rights of Use in the Testing Cockpit
3.1. ATESTEO grants You a non-exclusive, non-transferable, non-sublicensable right, limited in time to the term of the Testing Cockpit Contract and the term of the EULAs, to use the Testing Cockpit as Software-as-a-Service in accordance with the provisions of these EULA and the Testing Cockpit Contract. Any exclusive use and exploitation rights in the Testing Cockpit remain with ATESTEO and ATESTEO’s licensors.
3.2. If ATESTEO makes available to You any new versions, updates or upgrades with regard to the Testing Cockpit, the foregoing use rights shall also apply to these new versions, updates or upgrades.
3.3. You are not allowed to use the Testing Cockpit beyond what is necessary for the purposes specified by the EULA and the Testing Cockpit Contract. In particular, You are not allowed to permanently reproduce, translate, edit, arrange, rework, distribute, publicly reproduce, decompile, reverse engineer or disassemble the Testing Cockpit, unless this is permitted under Sections 69d or 69e German Copyright Act (Urhebergesetz). You are not allowed to use the Testing Cockpit for the interests of third parties.
3.4. ATESTEO reserves the right to deny, temporarily suspend and/or revoke Your access if You do not comply with the EULA or if ATESTEO identifies a potentially severe risk to the security of the Testing Cockpit, ATESTEO’s IT systems and/or the Customer’s IT system. ATESTEO will lift the suspension and re-grant access to the Testing Cockpit as soon as possible once the risk does – in ATESTEO’s consideration – no longer exist.
3.5. ATESTEO will make available the Testing Cockpit to You in accordance with Section 2.1 and 2.4 of the ToU.
4. Your Obligations
4.1. You are obliged to comply with all applicable legal requirements when using the Testing Cockpit. Your use of the Testing Cockpit must be in compliance with the EULA and the Testing Cockpit Contract.
4.2. You are required to keep Your login-data for the Testing Cockpit confidential and not to share the login-data with any third person (including colleagues).
4.3. You are required to inform the Customer immediately if You become aware of any indications that unauthorised persons have or might have access to Your login-data.
4.4. You are responsible for the confidentiality of the information that You may download or otherwise retrieve from the Testing Cockpit relating to any testing services, e.g. of drivetrains or other components.
5. Liability and Warranty
5.1 ATESTEO’s liability to You is limited as provided in Sections 599, 600 of the German Civil Code (Bürgerliches Gesetzbuch, “BGB”).
5.1. In case of any defects of the Testing Cockpit, You do not have any warranty rights directly against ATESTEO. Section 600 BGB remains unaffected. You have to inform the Customer about any defects of the Testing Cockpit so that the Customer can assert warranty rights (if any) against ATESTEO in compliance with the Testing Cockpit Contract.
6. Duration and Termination
6.1. The EULA shall commence on the date when You agree to the EULA (“Effective Date”).
6.2. The EULA shall expire with the expiration of the Testing Cockpit Contract.
6.3. The right of both parties to terminate the EULA without notice (außerordentliche Kündigung) in accordance with the statutory provisions shall remain unaffected.
6.4. Any termination of the EULA must be in writing to be effective.
7.1. The EULA shall be governed by the law of the Federal Republic of Germany excluding the conflict of laws rules and the United Nations Convention on Contracts for the International Sale of Goods (CISG). Furthermore, despite being written in the English language, the wording of the EULA and its legal effect shall be interpreted in accordance with German legal principles and understandings under German Laws only. Where the interpretation of the wording of the EULA using English legal principles differs from the interpretation arrived at when applying German legal principles, the later shall prevail.
7.2. The exclusive place of jurisdiction for all disputes arising out of or in connection with the EULA shall be Aachen, subject to any deviating exclusive place of jurisdiction. However, We shall also be entitled to sue You at another competent court.
7.3. Should any provision of the EULA be or become invalid or ineffective in whole or in part, this shall not affect the effectiveness of the remaining provisions. Within reason, the parties shall be obligated in good faith to replace an ineffective provision with an effective provision that most closely reflects the commercial intention of the parties.