Updated: October 11, 2021
1 – Product
2 – Amendments
3 – Support
Sensohive does not offer any support services to the Customer. The Customer must thus contact the Reseller if the Customer has any technical requests or inquiries regarding the Products.
4 – Intellectual property and data
All intellectual property rights pertaining to the Products, including all underlying technology and software, is and shall remain the sole and exclusive property of Sensohive and are thus protected in accordance with the applicable intellectual property rights legislation.
The Customer is granted a license to use the Products, but no license to the use of any underlying technology or software is granted. The Customer is not in any way entitled, nor may the Customer allow any third party, to reverse engineer and/or create derivatives of the Products using any method possible.
The Customer may not modify the Products.
The Customer may not resell, rent or in any other way transfer the Products or any related material, including the Product software, to any third party unless specifically agreed upon in writing. The Customer is thus solely entitled to use the Products for its own commercial purposes.
The Customer has ownership of the Customer’s own data inserted by the Customer into the Product software. The Customer’s data can therefore not be included as an asset in connection with Sensohive’s possible suspension of payments, bankruptcy proceedings, compulsory resolution or similar. The trustee, administrator or other authorized clerks must, therefore, under such circumstances, ensure that data belonging to the Customer is returned to the Customer without undue delay in a common, readable format.
The Customer grants Sensohive and the Reseller an irrevocable right to use non anonymized data and information internally within Sensohive and Reseller’s organizations.
The Customer grants Sensohive, and the Reseller, an irrevocable right to make use of all data and information inserted into and collected from the Products, as long as such data and information is sufficiently anonymized, and used solely for statistical or commercial purposes, i.e. the purpose of further development of the Products. These statistics and aggregated data may thus be shared by Sensohive with other customers. The Customer will under no circumstances be identifiable through Sensohive’s, or the Reseller’s, use of data and information as mentioned in this clause. The rights and obligations stated in this clause do not apply to Sensohive’s processing of personal data.
Sensohive guarantees that data obtained by sensors or input by users as a part of a project or monitoring is stored securely within the Product software. The data and related reports will be available to the Customer for a period of at least 12 months after the last cast on a project monitored by the Product has ended. Once the Customer no longer subscribes to the Product software, the data will be deleted.
5 – Personal data
6 – Customer responsibilities
The Customer is solely responsible for the Customer’s use of the Product software, including remembering to log out after use.
The Customer shall promptly inform Sensohive of any unauthorized use of the Customer’s password or accounts, as well as any other form of security breach that the Customer is or becomes aware of or suspects. The Customer shall immediately seek to stop any improper copying and distribution of content, provided that the Customer is or becomes aware of or suspects this.
Upon receiving the Products, the Customer is obligated to examine these immediately and, within five business days of receipt, notify the Reseller of any non-conformities. The examination must be made in accordance with the online instruction and training material available at the support function on the Sensohive website https://maturix.com/help. All such notifications must be made in writing.
Any hidden defects or qualitative non-conformities not yet visible to the Customer upon this examination will be covered by the right of complaint in accordance with clause 10.
7 – Product service level
The Products are internet-based and only work with internet access. The Customer is thus responsible for ensuring that the Products have access to the internet.
The Product software is regularly updated, e.g. to improve functionality with no notice given to the Customer.
Sensohive will use its best efforts to guarantee a minimum of software downtime per year, however, Sensohive cannot offer a guaranteed minimum of software downtime per year other than the minimum downtime guaranteed by Sensohive’s subcontractors, as well as Sensohive is not liable to the Customer for any downtime not attributable to Sensohive. This includes but is not limited to the distribution of messages through email and SMS services.
The Products will require a connection to a data carrier network, which can be provided by a national provider. If no data carrier network is available, the Customer is responsible for taking appropriate measures to establish a data carrier network for the Product.
8 – Limitation of liability
Sensohive is not liable for the Customer’s indirect damages, losses or expenses of whatever nature caused by or howsoever arising from the Agreement or use of Products.
The Products provide a formula for the calculation of concrete maturity to the Customer. The provided calculation indicates the maturity and/or strength of the concrete based on data input from the Customer. The Customer is responsible for the measurement and input of its own data regarding the concrete maturity and/or strength, thus Sensohive is not liable for any losses, damages or expenses, direct or indirect, caused by the Customer’s faulty data or faulty inserted data.
Sensohive is not liable for any losses, damages or expenses, direct or indirect, caused by the Customer’s use of data from third parties, e.g. readymix suppliers and the like, inserted either via direct entry or through API or any other method. The customer is responsible for verifying all data input by any method into the system.
Sensohive is not liable for data loss or consequences of data loss due to subcontractors’ downtime.
Sensohive is not liable to the Customer for any direct or indirect losses arising from exceptional circumstances, which prevent, delay, complicate, preclude or add costs to the performance of Sensohive’s obligations under this Agreement. Such circumstances beyond the control of Sensohive may include but are not limited to labor disputes (strike or lockouts), war, riots, cyber attacks, weather or natural disasters, production or delivery complications, due to conditions that Sensohive is not responsible for as well as the occurrence of force majeure and/or similar hardships with Sensohive’s subcontractors.
Sensohive is not liable for any losses, damages or expenses, direct or indirect, suffered by the Customer
- due to any unauthorized access to, or modification of, the Customer’s transmissions, data, material or information, whether this is sent or received and regardless of whether or not this has been received by Sensohive or was a transaction entered into the Product software, or
- due to the Customer’s use of the Customer’s own thermo-couples or if the Customer modifies or reuse thermo-couples supplied by Sensohive.
Sensohive is not liable for any losses, damages or expenses, direct or indirect, suffered by the Customer due to the Customer’s failure to perform an adequate examination of the Products in accordance with clause 7, or the Customer’s inability to access the Product software due to the use of non-compatible computer equipment.
Sensohive’s cumulative liability to the Customer for any loss or damages resulting from claims, demands or actions arising out of or in relation to the Customer’s use of the Products shall not exceed a total of EUR 13,500.00.
The limited liability set out herein is a fundamental element of the basis of the bargain between the parties. The Customer acknowledges and agrees that Sensohive would not be able to provide the Products for the fees charged via the Reseller without such limitations. In jurisdictions which do not allow the exclusion or limitation of consequential, incidental or special damages, Sensohive’s liability for such damages shall be limited to the extent permitted by applicable law.
Sensohive has taken out product liability insurance covering the world. Sensohive is only liable for Products in accordance with the Danish Act on Product Liability.
9 – Right of Complaint
The Customer has a Right of Complaint, only if the Customer has bought the Product from a Reseller. The Right of Complaint only applies to physical products.
Sensohive offers a 12 (twelve) months’ right of complaint from the date of delivery (“the Complaint Period”), provided that the Products have been handled, shipped, stored, operated, used and maintained in accordance with Sensohive’s instructions as set forth in the online instruction and training material available online at the support function on the Sensohive website (https://maturix.com/support/), cf. clause 11.
If a Product, within the 12 (twelve) month period transmits more than 20.000 measurements, the Complaint Period only extends to and including the 20.000th measurement.
Sensohive only assumes liability for non-conformities caused by actions or negligence attributable to Sensohive before the Products were delivered to the first independent carrier.
The following procedure shall apply to any non-conformities detected within the Complaint Period:
- All returns and/or complaints must go through the Reseller.
- The Customer must thus report any alleged non-conformities discovered by the Customer to the Reseller and if necessary return the Products in question to the Reseller at Customers own expense and responsibility. All correspondence regarding complaints must take place through the Reseller.
- The Reseller will notify the Customer of whether or not the complaint has been admitted by Sensohive.
- If the complaint is admitted, Sensohive may choose, at its discretion, to either replace or amend the non-conforming Products or part of the Products, at no additional cost to the Customer. The Complaint Period for any replacement Products or amended Products, or part thereof, shall be the same as that of the original products, thus the replacement or amendment of the Products, or part thereof, does not constitute a renewal of the Complaint Period.
- Replacement Products may be either new Products or Products equivalent in performance to new Products. Sensohive does not warrant: (i) that the components in any replacement or amended Products come from the same supplier or are exactly the same as in the replaced or amended Products; nor (ii) that the operation of Products will be uninterrupted or error-free. Products may contain remanufactured parts equivalent to new in performance or may have been subject to incidental use.
Sensohive is not responsible for any loss related to a period where the Product was unavailable for use due to an RMA process.
10 – Limitations to the Right of Complaint
The right of complaint does not apply to any non-conformities resulting from any hardware component manufactured by third parties, either integrated with the Products or sold together with the Products as a kit, and namely, but not limited to:
- batteries (performance and life) and
- any external component that deteriorates through normal wear and tear, such as sensor probes, connectors, etc.
Sensohive does thus not offer any additional rights of complaint other than those offered to Sensohive by the third party supplier in question.
The right of complaint does not apply to any non-conformities arising from the Customer’s use of the Product in any way not consistent with the online instruction and training material cf. clause 1, including but not limited to
- improper storage of the Product performed by the Customer,
- the Customer’s failure to follow the operating instructions,
- the Customer’s unauthorized modification or misuse of the Products,
- the Customer’s use of the Products outside of the environmental specifications pertaining to the Products or
- the Customer’s abnormal wear and tear of the product as well as physical damage i.e. from impact and drops
11 – Disputes
12 – Beta services
Trials, tests, and betas. We may offer certain products (both hardware and software) to you at no charge, including free accounts, trial use and Beta Versions.
They will be labeled “BETA” or “Beta” in the software or as a “Trial” or “Test” if it is a hardware solution.
Your use of BETA services is subject to these additional terms that we specify and is only permitted during the subscription term we designate (or, if not designated, until terminated in accordance with these terms).
If we decide to provide Beta services on commercial terms these might be subject to a fee.
You also hereby acknowledge that Sensohive has not made any representations, promises or guarantees that the Services will ever be announced or made available to anyone in the future and that Sensohive has no express or implied obligation to you to announce or introduce the Services. Sensohive may discontinue any beta Service at any time, in its sole discretion, with or without notice. With respect to the Services, this subsection shall supersede any other terms and conditions contained herein, but only to the extent necessary to resolve conflict.
12.1 – Services
12.1.1 – Description
The Services may be a separate, stand-alone service accessible apart from the generally available service to which you subscribe, or it may be a feature or functionality of that service. Further description of the Service is provided at the time you enter the Beta Service, and may be updated from time to time by Sensohive or its Distributors as the Beta Program progresses (the “Documentation”).
12.1.2 – “As Is” Status
By accepting these terms or using the Services, you understand and acknowledge that the Services are being provided as a “Beta” version and made available on an “As Is” or “As Available” basis. The Services may contain bugs, errors, and other problems. Sensohive strongly recommends that you back up all data and information prior to using the Services if applicable. YOU ASSUME ALL RISKS AND ALL COSTS ASSOCIATED WITH YOUR USE OF THE SERVICES, INCLUDING, WITHOUT LIMITATION, ANY FEES, RESULTS FROM FROM DATA, PRODUCT MISTAKES AND COST RELATED TO THE EFFECT HEROF, COSTS INCURRED FOR THE USE OF YOUR DEVICE AND PERIPHERALS, AND ANY DAMAGE TO ANY EQUIPMENT, SOFTWARE, FAULT IN THE EXISTING SOFTWARE PLATFORM OR PRODUCT, INFORMATION OR DATA. In addition, Sensohive is not obligated to provide any maintenance, technical or other support for the Services.
12.1.3 – Limitations on Use.
Limitations specific to any Service may be contained in the Documentation. You may use the Service pursuant to these terms during any period when the Beta Service is available. When a Beta Service is not available, you might no longer have access to the Services or the data from when it was used. Sensohive reserves the right to modify or impose any limitations on the use of the Services at any time, with or without notice to you.
12.2 – Use of Beta Services
12.2.1 – Eligibility
12.2.2 – Underlying Agreement Terms Control
Unless specifically modified by these Terms, the provisions of the Underlying Agreement continue in full force with regard to your use of the generally available services and these Services, including provisions regarding account activity, password security, user content and security breaches.
12.2.3 – Acceptable Terms and Conditions
Your use of the Services is subject to Acceptance of our general Terms and Conditions.
12.2.4 – Reverse Engineering
Except to the extent permitted by law, you may not modify, distribute, prepare derivative works of, reverse engineer, reverse assemble, disassemble, decompile or otherwise attempt to decipher any code or hardware designs in connection with the Services and/or any other aspect of Sensohive technology.
12.3 – Copyright
Sensohive respects the intellectual property rights of others. If you believe the Services have been used in a way that constitutes copyright infringement, please notify us as provided in the Underlying Agreement. Sensohive reserves the right to delete or disable allegedly infringing content and to terminate the accounts of users who are repeat infringers. Sensohive also reserves the right to forward the information in the copyright-infringement notice to the user who allegedly provided the infringing content.
12.4 – Intellectual Property
You agree that Sensohive owns all legal right, title and interest in and to use of the Beta Services, including all intellectual property rights, and except for the license provided herein, no other rights or permissions to any of the Services is granted. Nothing herein gives you a right to use any of Sensohive trade names, trademarks, service marks, logos, domain names, and other distinctive brand features.
12.5 – Modification and Termination of the Service
Sensohive reserves the right to modify or terminate the Beta Services, or your use of the Beta Services, to limit or deny access to the Services and/or participation in the Beta Service, at any time, in its sole discretion, for any reason, with or without notice and without liability to you. You may discontinue your use of the Services at any time.
12.6 – DISCLAIMER OF WARRANTIES
YOU HEREBY ACKNOWLEDGE AND AGREE THAT THE SERVICES ARE PROVIDED BY SENSOHIVE ON AN “AS IS” BASIS AND AS AVAILABLE, AND YOUR ACCESS TO AND/OR USE OF THE SENSOHIVE BETA SERVICES, IS AT YOUR SOLE RISK. TO THE EXTENT PERMITTED BY APPLICABLE LAW, SENSOHIVE EXPRESSLY DISCLAIMS ALL AND YOU RECEIVE NO WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THOSE OF MERCHANTABILITY, SATISFACTORY QUALITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. SENSOHIVE MAKES NO WARRANTY THAT ANY OF THE SERVICES WILL MEET YOUR REQUIREMENTS AND/OR THAT THE SERVICES WILL BE UNINTERRUPTED, TIMELY OR ERROR-FREE, NOR DOES SENSOHIVE MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES OR THE ACCURACY OF ANY OTHER INFORMATION OBTAINED THROUGH THE SERVICES. YOU UNDERSTAND AND AGREE THAT ANY MATERIAL AND/OR DATA DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF ANY OF THE SERVICES IS DONE AT YOUR SOLE RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM AND/OR LOSS OF DATA OR ACCESS TO FAULTY DATA THAT RESULTS FROM ACCESSING USING OR DOWNLOAD OF SUCH MATERIAL AND/OR DATA. NO INFORMATION OR ADVICE, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM SENSOHIVE OR THROUGH THE SERVICES SHALL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES AND CONDITIONS, SO SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.
12.7 – LIMITATION ON LIABILITY
IN NO EVENT SHALL SENSOHIVE BE LIABLE FOR ANY INDIRECT, SPECIAL, CONSEQUENTIAL AND/OR INCIDENTAL LOSS, EXEMPLARY OR OTHER DAMAGES RELATED TO THESE TERMS AND/OR WHETHER DIRECT OR INDIRECT: (i) LOSS OF DATA, (ii) LOSS OF INCOME, (iii) LOSS OF OPPORTUNITY, (iv) LOST PROFITS, AND (v) COSTS OF RECOVERY OR ANY OTHER DAMAGES, HOWEVER, CAUSED AND BASED ON ANY THEORY OF LIABILITY, AND WHETHER OR NOT FOR BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), VIOLATION OF STATUTE, OR OTHERWISE, AND WHETHER OR NOT SENSOHIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. TO THE EXTENT PERMITTED BY APPLICABLE LAW, SENSOHIVE LIABILITY HEREUNDER IS LIMITED TO 1000 EUR. SOME JURISDICTIONS DO NOT ALLOW LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
12.8 – Indemnification
You agree to hold harmless and indemnify Sensohive, its affiliates, distributors, partners and subsidiaries, officers, directors, agents, and employees (collectively “Sensohive Indemnified Parties”) from and against any third party claim arising from or in any way related to (i) your breach of the Terms, (ii) your use of the Beta Services, (iii) your violation of applicable laws, rules or regulations in connection with the Services, or (iv) your user content, including any liability or expense arising from all claims, losses, damages (actual and consequential), suits, judgments, litigation costs and attorneys’ fees, of every kind and nature. In such a case, Sensohive will provide you with written notice of such claim, suit or action.
12.9 – Confidential Information
You acknowledge and agree that: (i) subject to subparagraph (iv), the successful market launch of commercial versions of the Services requires you to keep all Sensohive data and information discussed and/or made available through or contained in Beta Service, including, without limitation, the Services (collectively the “Confidential Information”) strictly confidential; (ii) the premature release of any of the Confidential Information would damage Sensohive competitive edge and intellectual property rights; (iii) the Confidential Information shall not be shared with anyone other than other authorized participants of the same Beta Services; and (iv) only Confidential Information that has been publicly released by Sensohive may be discussed or shown to the public.
12.10 – Changes to the Terms
Sensohive reserves the right to make changes to the Terms from time to time and will notify you in such an event. You understand and agree that if you use the Services after the date on which the Terms have changed, Sensohive will treat your use as acceptance of the updated Terms.
12.11 – Additional Terms
12.11.1 – Compliance with Laws
Both parties agree to comply with all applicable local, state, national and foreign laws, rules, and regulations, including, but not limited to, all applicable import and export laws and regulations governing use, transmission and/or communication of content, in connection with their performance, access and/or use of the Services.
12.11.2 – International Use
You do so on your own initiative and at your own risk and you are responsible for compliance with all relevant laws and regulations. Sensohive does not guarantee that the Services shall be appropriate and/or available for use in any particular location.
Version 1.4 (20211011)