Arnold product terms for Clients

1. INTRODUCTORY PROVISIONS

1.1 LMC (as defined below), issues the following Product Terms for Clients governing other terms of use of the LMC Electronic System – Arnold for Clients and the provision of related Services to Clients (“Product Terms”).

1.2 The LMC Electronic System – Arnold and related Services are to be provided to the Client by LMC s.r.o., a limited liability company with its registered office at Menclova 2538/2, Libeň, 180 00 Prague 8, Czech Republic, ID No. 26441381, entered in the Commercial Register maintained by the Municipal Court in Prague, Section C, Insert 82484 (“LMC”).

1.3 The rights and obligations of LMC and the Client not expressly stipulated in these Product Terms are governed by the provisions of the applicable laws and regulations and the LMC General Terms and Conditions for Businesses (“GTC“) available at https://www.lmc.eu/cs/vseobecne-obchodni-podminky.

1.4 In the event of any discrepancy between these Product Terms and the GTC, the present Product Terms shall prevail.

1.5 An informative English translation of GTC is available at https://www.lmc.eu/en/general-terms-conditions. In case of discrepancies between the English version and the Czech language version, the Czech version shall prevail.

1.6 Current contact and billing details of LMC are available at https://www.lmc.eu/en/contacts.

2. DEFINITIONS OF THE TERMS USED

2.1 The terms used in these Product Terms have the following meaning:

(a) Arnold: an electronic system provided as a SaaS (software as a service) further described in Article 3.1 of these Product Terms and on https://www.arnold-robot.com, particularly the current price list.

(b) Administration portal: environment within the Arnold enabling Client to manage the use of Arnold.

(c) Data: answers submitted by Users pursuant to Article 3.1 of these Product Terms incl. data mentioned in Article 4.6 of these Product Terms.

(d) Invitation: a unique link sent by Arnold to the User that allows the User to start using Arnold.

(e) Report: a consolidated report pursuant to Article 3.1 of these Product Terms.

(f) User: an individual in a contractual relationship with the Client (usually the Client’s employee or the person otherwise cooperating with the Client, for example, based on a service agreement, assignment contract, etc.), an individual who negotiates or negotiated with the Client on entering into a contract (typically a job applicant) or other individuals using Arnold, who are engaged in using Arnold by the Client.

3. SERVICE DESCRIPTION, COMMENCEMENT OF SERVICES

3.1 Arnold is an internet service consisting of a conversation robot developed by LMC to carry out online User surveys for Clients based on an input from Users to provide Clients with a consolidated report (“Report”) based on automatically processed answers submitted by Users to Arnold (“Data”). LMC provides the Report only in the electronic form to the e-mail address defined by the Client or displays it in Arnold directly.

3.2 An order for Arnold must include:

(a) a duration of the Agreement in months;

(b) number of subscribed Users;

(c) the commencement date.

3.3 Provision of the Arnold will be initiated by the LMC within the term agreed with the Client. LMC may suspend providing Arnold in the case of the Client’s default with the payment of the price without any right of the Client to any compensation whatsoever. Arnold service is deemed commenced on the commencement date stated in the Agreement.

3.4 The Client is entitled to send notices related to the provision and use of the Arnold to Users via Arnold.

4. DATA AND REPORTS

4.1 LMC will use Data and Reports for the purpose of providing Arnold to the Client. The Client may use the Reports without any limitations. The raw data file shall remain the sole property of LMC and shall not be provided to the Client.

4.2 Results presented in Reports may be anonymous, depending on the choice of the User. Users may anonymize their identity during the survey. Arnold may anonymize other Data in Reports to preserve the anonymity of other Users.

4.3 All Data and Reports in Arnold will be automatically anonymized after twenty-five (25) months from the collection of the Data.

4.4 The Data and Reports may be archived, or they may be archived automatically in defined cases. The Data and Reports that are archived are also made inaccessible in the free edition of Arnold.

4.5 All Data and Reports are also made inaccessible automatically:

(a) thirty (30) days after the Data collection in case of using the free edition of Arnold;

(b) thirty (30) days after leaving the paid edition of Arnold in case of a transition to the free edition of Arnold.

4.6 Data and Reports, which were not yet anonymized, may be made accessible again only in a paid edition of Arnold.

4.7 LMC may archive and use all anonymized Data and Reports for an indefinite period. LMC may use anonymized Data and Reports to improve Arnold and other services provided by LMC.

4.8 A premature termination of Arnold use or the Agreement may result in incomplete Reports.

4.9 The Client undertakes that the Data shall not contain harmful information or content, particularly information or content that conflicts with applicable law, general ethical rules, public order or principles of morality.

4.10 LMC may inform the Client about the Client’s breach of the Agreement and request an immediate remedy. If not remedied within the term set out by LMC, LMC may terminate the Agreement immediately.

4.11 Under the Agreement and depending on the choice of the User, the LMC may process the Data of User within the following scope:

(a) full name;

(b) User IP address;

(c) Other Data and information provided by User or about that User by the Client.

4.12 If the User chooses the anonymous form, the LMC will process the information and Data provided by the User including IP address. IP addresses may be provided to the law enforcement authorities, courts, or state authorities in accordance with the applicable laws.

5. AGREEMENT

5.1 LMC may use any information gained from the Client (incl. in Arnold) to resolve any dispute with the Client resulting from the Client’s breach of the Agreement or false/harmful information or content entered into Arnold. LMC may retain information on data entry in Arnold allowing an identification of the Client.

5.2 LMC may prevent the use of Arnold by the Client that has repeatedly or substantially breached the Agreement by all available technical and legal means.

6. OTHER CLIENT’S RIGHTS AND OBLIGATIONS

6.1 The Client is responsible that:

(a) LMC is entitled to provide the requested Service to the Client, i.e. to (i) handle the e-mail addresses and other contact details of the Users sent to LMC by the Client and Data submitted by the Users within the use of Arnold, and (ii) send all messages and notifications that are part of the Service, all that in accordance with the applicable laws and regulations, especially the General Data Protection Regulation (EU) 2016/679;

(b) The Client will comply with all provisions of applicable laws and regulations when handling (whether directly or via Arnold) e-mail addresses and other User data, in particular will inform Users about the processing data according to Product Terms. The Client agrees to inform Users particularly about the purposes of the processing, legal basis and her/his rights.

6.2 The Client is not obliged to use Arnold.

6.3 The Client must appoint a contact person with an e-mail address to be able to use the Arnold in Administration portal.

6.4 The Client guarantees that the obligations of these Product Terms are also fulfilled by the Users.

7. AVAILABILITY AND COPYRIGHT

7.1 The Client’s right to use Arnold is subject to the following conditions:

(a) the Client and the Users are entitled to use Arnold only for the Client’s own needs;

(b) using Arnold or its parts is allowed only to a particular User who is provided with his or her personal e-mail link and SMS phone number.

7.2 The whole content of the Arnold is protected by copyright laws and regulations and other intellectual property rights, and LMC is the exclusive holder of these rights, or they belong to the licence provider. Except as expressly permitted by LMC, the Client or the User will not, nor will they permit or authorize anyone to:

(a) distribute, convey, lend, lease, rent, share, sell, transfer, market, sublicense or otherwise make available any component of Arnold;

(b) copy, decompile, disassemble or reverse engineer or otherwise attempt to extract or derive the source code or any methods, algorithms or procedures from Arnold, or modify, adapt, translate or create derivative works based upon Arnold except as expressly authorized by the mandatory provisions of applicable law;

(c) use, offer or otherwise exploit Arnold as a revenue-generating or commercial product or service to or for any third-party, including, without limitation, hosting, outsourcing or software as a service (SaaS) functionality;

(d) use Arnold for purposes of developing a product that is competitive with any LMC product or service;

(e) remove any copyright, trademark or other proprietary notice from Arnold; or

(f)alter or circumvent any Arnold license key or any other restrictions or limitations on Arnold access or use.

7.3 In the event of an Agreement breach, LMC may suspend or discontinue, as well as otherwise prevent access to Arnold to the Client or User as well as delete all Data without any compensation from LMC.

7.4 The Client must obtain licences to use the Data (if any usage is subject to granting a license) and hereby grants LMC any licenses and/or rights to the reasonable extent so that LMC may provide Client Arnold and related Services. The Client shall be liable for paying any remuneration for these licences and all associated costs. The Client is fully liable for use of the Data and any breach of such licenses by the Client, the User or LMC and shall remedy any breach and fully compensate LMC for all damages without undue delay following the LMC’s request.

7.5 Uploading, saving or printing materials stored in Arnold is only allowed for private (internal) purposes, and the materials thus obtained shall not be further distributed / reproduced in any way. The Client shall not reproduce or modify Arnold or any materials included in Arnold without a prior written consent of LMC.

8. COMPLAINT PROCEDURE

8.1 In case the Arnold is unavailable for more than seventy-two (72) consecutive hours, the Client has the right to terminate the Agreement immediately and receive a return of the remaining price for the period from the Agreement termination until the original termination date.

9. SERVICE AVAILABILITY

9.1 Arnold is usually available for Users in a 24/7/365 mode. LMC may suspend Arnold’s operation due to technical reasons for no more than one (1) hour per day.

10. FINAL PROVISIONS

10.1 These Product Terms are valid and effective as of 1. 8. 2022.

LMC

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