Terms of Use

1. Acceptance of the Terms of Use

These terms of use are entered into by and between you and FRORIEP Legal AG, Bellerivestrasse 201, 8008 Zürich ("FRORIEP", "we" or "us"). The following terms and conditions, together with any documents they expressly incorporate by reference (collectively, these "Terms of Use"), govern your access to and use of our website www.froriep.digital, including any content, functionality and services offered on or through www.froriep.digital (the "Website").

 

Please read the Terms of Use carefully before you start to use the Website. By using the Website or by clicking to accept or agree to the Terms of Use when this option is made available to you, you accept and agree to be bound and abide by these Terms of Use and our Privacy Policy, found at www.froriep.digital/terms. If you do not want to agree to these Terms of Use or the Privacy Policy, you must not access or use the Website.

 

The Website is offered and available to users who are 18 years of age or older. If you are a resident of a country outside of Switzerland, your country’s minimum age may be older; in such a case, you are responsible for complying with your country’s laws. By using the Website, you represent and warrant that you are of legal age to form a binding contract with the use and meet all of the foregoing eligibility requirements. If you do not meet all of these requirements, you must not access or use the Website.

2. Definitions

Short version: We use these basic terms throughout the agreement, and they have specific meanings. You should know what we mean when we use each of the terms. There's not going to be a test on it, but it's still useful information.

 

Content. refers to content contributed, uploaded, presented, featured or displayed through the Website or otherwise in connection with the Website, including without limitation text, audio, data, articles, images, technical descriptions, calculations, photographs, graphics, software code, applications, designs, patents, copyrights, licenses, trademarks, trade secrets, confidential or proprietary technical and other information, features, and other materials.

User-Generated Content. is Content, written or otherwise, created by users as part of their activity in connection with the Website, excluding Your Content.

 

Your Content. refers to Content licensed to you or created by you independently and without any relation to your activity as a user on the Website.

Account. A "User Account" represents an individual user’s authorization to log in to and use the Website and serves as a user’s identity on the Website.

3. Basics of the Relationship

Short version: Each user participating in the Website is independent. You, the other users and we are independent of each other and are neither a simple partnership or form an employer – employee relationship. The information on the Website is of general nature and you cannot rely on any of such information.

3.1 Independence

Nothing in these Terms of Use is intended to create or creates a partnership, agency relationship, joint venture of any kind or contract of employment between you and us. Nothing in these Terms of Use authorizes you to act as agent for us, and you do not have the authority to act in the name or on behalf of or otherwise to bind us in any way or to hold yourself out in your advertising or otherwise in any manner which would indicate or imply any such relationship with us.

3.2 No Legal Advice

The Website contains general information only and is not legal advice. Any user using the Website should not rely on any of its content.

3.3 Confidentiality

In order to encourage open communication, you agree that any Content presented on the Website is a private communication from the user making the contribution and is presented with the restriction that such information is confidential and not for public use outside the Website. Prior to quoting or publishing any such Content in any publication, written or electronic, written approval from us must first be obtained.

 

These restrictions apply to each user and are intended to cover social networks, blogs, tweets or any other publication, distribution, communication or sharing of Content presented on the Website. This, however, is not restricting you to publish information about the existence of the Website and its benefits.

 

The aforementioned obligations do not apply to Content that you can demonstrate that such Content:

  1. is (at the time of disclosure) or becomes (after the time of disclosure) known to the public through no breach of these Terms of Use by you;

  2. is disclosed to you by a third party who is entitled to disclose it without breaching a confidentiality obligation under these Terms of Use or otherwise;

  3. as shown by written records, was known to, or was in the possession of, you prior to the time of disclosure on the Website; or

  4. as shown by written records, is developed by you independently of any Content disclosed on the Website.

4. Account Terms

Short version: Each person must create an Account; you must be 18 or over; you must provide a valid email address, and you may not have more than one Account. You alone are responsible for your Account and anything that happens while you are signed in to or using your Account. You are responsible for keeping your Account secure.

4.1 Account Controls

Subject to these Terms of Use, you retain ultimate administrative control over your User Account and the Content within it.

 

You must provide a valid email address, your first name, your last name and choose a password in order to complete the signup process. Any other information requested, such as your picture is optional.

 

We have a few simple rules for User Accounts:

  1. You must be a human to create an Account. Accounts registered by "bots" or other automated methods are not permitted. We do not permit machine accounts.

  2. One person may maintain no more than one Account.

  3. FRORIEP does not target the Website to a person under 18, and we do not permit any users under 18 on our Website. If we learn of any user under the age of 18, we will terminate that User’s Account immediately. If you are a resident of a country outside Switzerland, your country’s minimum age may be older; in such a case, you are responsible for complying with your country’s laws.

  4. Your login may only be used by one person - i.e., a single login may not be shared by multiple people.

4.2 User Account Security

You are responsible for keeping your Account secure while you use the Website. You are responsible for all content posted and activity that occurs under your Account.

 

You are responsible for maintaining the security of your Account and password. FRORIEP cannot and will not be liable for any loss or damage from your failure to comply with this security obligation.

 

You will promptly notify FRORIEP if you become aware of any unauthorized use of, or access to, the Website through your Account, including any unauthorized use of your password or Account.

4.3 Additional Terms

In some situations, third parties' terms may apply to your use and interaction with the Website. For example, you may download documents or other information. Please be aware that while these Terms of Use are our full agreement with you, other parties' terms govern their relationships with you.

5. Acceptable Use

Short version: While using the Website, you must follow the acceptable use provisions in this section 5, which includes some restrictions on Content you can post, conduct between different users, and other limitations. In short, be excellent to each other.

5.1 Compliance with Laws and Regulations

Your use of the Website must not violate any applicable laws, including copyright, patent or trademark laws, export control laws, or other laws in your jurisdiction. You are responsible for making sure that your use of the Website is in compliance with laws and any applicable regulations.

5.2 Content Restrictions

You may not use, or encourage, promote, facilitate or instruct others to use, the Website for any illegal, harmful, fraudulent, infringing or offensive use, or to transmit, store, display, distribute or otherwise make available content that is illegal, harmful, fraudulent, infringing or offensive. Prohibited activities or content include:

  1. any activities that are illegal, that violate the rights of others, or that may be harmful to others, our operations or reputation, including disseminating, promoting or facilitating child pornography, offering or disseminating fraudulent goods, services, schemes, or promotions, make-money-fast schemes, ponzi and pyramid schemes, phishing, or pharming;

  2. content that infringes or misappropriates the intellectual property or proprietary rights of others;

  3. content that is defamatory, obscene, abusive, invasive of privacy, racist, sexist or otherwise objectionable, including content that constitutes child pornography, relates to bestiality, or depicts non-consensual sex acts;

  4. content or other computer technology that may damage, interfere with, surreptitiously intercept, or expropriate any system, program, or data, including viruses, Trojan horses, worms, time bombs, or cancelbots.

5.3 Conduct Restrictions

 

While using the Website, you agree that you will not under any circumstances:

  1. harass, abuse, threaten, or incite violence towards any individual or group, including FRORIEP employees, officers, and agents, or other users of the Website;

  2. use our servers for any form of excessive automated bulk activity (for example, spamming), or relay any other form of unsolicited advertising or solicitation through our servers, such as get-rich-quick schemes;

  3. attempt to disrupt or tamper with FRORIEP's servers in ways that could harm our Website, to place undue burden on FRORIEP's servers through automated means, or to access the Website in ways that exceed your authorization;

  4. impersonate any person or entity, including any of our employees or representatives, including through false association with FRORIEP, or by fraudulently misrepresenting your identity or the Website's purpose; or

  5. violate the privacy of any third party, such as by posting another person's personal data without consent.

5.4 Website Usage Limits

You agree not to reproduce, duplicate, copy, sell, resell or exploit any portion of the Website and its Content, use of the Website and the Content, or access to the Website without FRORIEP's express written permission.

5.5 Scraping

Scraping refers to extracting data from our Website via an automated process, such as a bot or webcrawler. You agree not to scrape anything from our Website.

5.6 Privacy

Misuse of FRORIEP users' personal data is prohibited. Any person, entity, or service collecting data from FRORIEP must comply with our Privacy Policy, found at www.froriep.digital/privacy, particularly in regards to the collection of our users' personal data. If you collect any user's personal data from the Website, you agree that you will only use the personal data you gather for the purpose for which our user has authorized it. You agree that you will reasonably secure any personal data you have gathered from the Website, and you will respond promptly to complaints, removal requests, and "do not contact" requests from FRORIEP or users.

5.7 Excessive Bandwidth Use

If we determine your bandwidth usage to be significantly excessive in relation to other Website users, we reserve the right to suspend your Account or throttle your file hosting until you can reduce your bandwidth consumption.

5.8 User Protection – FRORIEP Values

You agree not to engage in activity that significantly harms our users. We will resolve disputes in favor of protecting our users as a whole.

 

FRORIEP encourages open and honest intellectual debate as part of a welcoming and inclusive atmosphere on the Website. To help maintain an open and respectful community of all users, FRORIEP does not tolerate illegal or inappropriate behavior within the Website, including violations of applicable laws and as further set out in these Terms of Use. FRORIEP condemns inappropriate acts or comments that demean other people by reason of gender, race, religion, ethnicity, age or disability or that are unwelcome or offensive to other users or to FRORIEP.

6. User Owned Content

Short version: You own the content you created independently (outside) of the Website, but if you share such content on the Website, you allow us certain rights to it, so that we can display and share the content you post and exploit the intellectual property rights created directly or indirectly by the use of the Website. You still have control over Your Content, and responsibility for it, and the rights you grant us are limited to those as set out in these Terms of Use. We have the right to remove content or close Accounts if we need to. We own the content that you create as part of your activities on the Website.

6.1 Responsibility for Your Content and User-Generated Content

You may create User-Generated Content or upload User-Generated Content and Your Content while using the Website. You are solely responsible for the content of, and for any harm resulting from, any User-Generated Content or Your Content that you post, upload, link to or otherwise make available via the Website, regardless of the form of that Content. We are not responsible for any public display or misuse of Your Content.

6.2 FRORIEP May Remove Content

We do not pre-screen User-Generated Content or Your Content, but we have the right (though not the obligation) to refuse or remove any User-Generated Content or Your Content that, in our sole discretion, violates any FRORIEP terms, policies or applicable laws.

6.3 Ownership of Content, Right to Post, and License Grants

You retain ownership of Your Content and responsibility of Your Content and User-Generated Content created by you. If you are posting anything you did not create yourself or do not own the rights to, you agree that you are responsible for any Content you post; that you will only submit Content that you have the right to post in compliance with these Terms of Use; and that you will fully comply with any third-party licenses relating to Content you post.

 

Because you retain ownership of and responsibility for Your Content, we need you to grant us — and other Website users — certain legal permissions, listed in sections 6.4 - 6.6. These license grants apply to Your Content. If you upload Content that already comes with a license granting FRORIEP the permissions we need as set out in these Terms of Use, no additional license is required. You understand that you will not receive any payment for any of the rights granted in sections 6.4 - 6.6.

 

We own all right, title, and interest in and to the User-Generated Content. You hereby irrevocably and unconditionally transfer and assign any and all of your title in and to the User-Generated Content worldwide and upon first request by us execute and deliver all documents necessary to effect such transfer. If a transfer and assignment are not possible according to applicable law, you grant us the rights in section 6.4.

 

We may freely and irrevocably use and dispose User-Generated Content. Our rights comprise all current and future purposes of use, including application for and prosecution of intellectual property rights, use, exploitation, production of copies, offering, transfer, distribution, dissemination, making available, publication, disposal, alteration and creation of derivative works. The costs of the assignment and transfer of title will be borne by us.

 

It is conceivable that User-Generated Content created by you may accrue to third parties (such as your employer or your education institution, or the like e.g. employed professional researcher) by rule of law or as per a pre-existing employment contract, applicable regulations of an institution, and the like, unless you and the third-party expressly agree otherwise. You shall ensure that this is not the case before participating on the Website. We are entitled to request you to provide a written waiver on the part of such third parties with regard to User-Generated Content created by you in connection with activities as part of the participation on the Website. We have the right to remove User-Generated Content created by you or close your Account.

6.4 License Grant to Us

We need the legal right to do things like host Your Content, publish it, share it, record audio files for podcasts and use it to exploit the intellectual property registrations together with the User-Generated Content.

 

You hereby grant us an unlimited, non-exclusive, sub-licensable, transferable, perpetual, irrevocable and fully paid up right to use, to store, parse, display, record audio files for podcasts of Your Content on the Website and register and exploit intellectual property rights included in User-Generated Content that contains Your Content, and make incidental copies as necessary. You shall not grant any third parties any rights that might affect this right of us. In particular, you shall only transfer, assign or license Your Content to third parties if this right of FRORIEP is adequately safeguarded.

 

If the proper execution of your obligations under these Terms of Use require any third party consents, third party licenses or third party assignments (e.g. from your employer or your educational institution, or the like), you shall ensure that you comply with your obligations under these Terms of Use and that we are able to execute our rights under these Terms of Use at no additional cost.

6.5 License Grant to Other Users

Any Your Content you post may be viewed by others. You agree to allow others to view such content. You grant each user of the Website a nonexclusive, worldwide license to use and display Your Content you post through the Website and to reproduce such content as permitted through the Website's functionality. If you are uploading Your Content you did not create or own, you are responsible for ensuring that such content you upload is licensed under terms that grant these permissions to other users.

6.6 Moral Rights

You retain all moral rights to Your Content that you upload, publish, or submit to the Website, including the rights of integrity and attribution. However, you waive these rights and agree not to assert them against us, to enable us to reasonably exercise the rights granted in section 6.

 

To the extent these Terms of Use are not enforceable by applicable law, you grant us the rights we need to use Your Content and User-Generated Content created by you without attribution and to make reasonable adaptations of Your Content and User-Generated Content created by you as necessary to benefit from our rights set out in these Terms of Use.

7. Copyright Infringement

If you believe that Content available via the Website violates your copyright, please contact us. If you are a copyright owner and you believe that content on the Website violates your rights, please contact us via zurich@froriep.ch. There may be legal consequences for sending a false or frivolous takedown notice. Before sending a takedown request, you must consider legal uses such as fair use and licensed uses.

8. Intellectual Property Notice

Short version: We own the Website and all of the User-Generated Content. In order for you to use the Website, we give you certain rights to it, but you may only use the Website in the way we have allowed.

 

FRORIEP and our licensors, vendors, agents, and/or our content providers retain ownership of all intellectual property rights of any kind related to the Website. We reserve all rights that are not expressly granted to you under these Terms of Use or by law.

9. Feedback

Short version: Your Feedback helps us to improve the Website. Therefore, we need from you certain rights.

 

If you send or transmit any communications or materials to us by mail, email, telephone, or otherwise, suggesting or recommending changes to the Website, including without limitation, new features or functionality relating thereto, or any comments, questions, suggestions, or the like ("Feedback"), we are free to use such Feedback irrespective of any other obligation or limitation between you and us governing such Feedback. You hereby assign to us, all right, title, and interest in, and agree to provide us any assistance we require to document, perfect, and maintain our rights. We are free to use, without any attribution or compensation to any party, any ideas, know-how, concepts, techniques, or other intellectual property rights contained in the Feedback, for any purpose whatsoever, although we are not required to use any Feedback.

10. Advertising on the Website

You are not allowed to use the Website for advertising, except expressly permitted by us.

11. Spamming and Inappropriate Use of the Website

All Content must not violate the law or these Terms of Use, for example through excessive bulk activity such as spamming. We reserve the right to remove any Content that, in our sole discretion, violate any FRORIEP terms or policies.

 

12. Payment

The Website is provided by FRORIEP free of charge.

13. Remuneration

Participation in the Website is voluntary and you will only receive a monetary compensation from us if specifically agreed. The Website may include smart technologies that record contributions by the users of the Website. FRORIEP may make credits for contributions by users visible on the Website.

14. Cancellation and Termination

Short version: You may close your Account at any time. If you do, we'll treat your information responsibly.

14.1 Account Cancellation

It is your responsibility to properly cancel your Account with FRORIEP. You can cancel your Account at any time by sending a request via zurich@froriep.ch.

14.2 Upon Cancellation

We will retain and use your information as necessary to comply with our legal obligations, resolve disputes, and enforce our agreements, but barring legal requirements. We will not delete Content that you have contributed to the Website or that other users have forked.

14.3 FRORIEP May Terminate

FRORIEP has the right to suspend or terminate your access to all or any part of the Website at any time, with or without cause, with or without notice, effective immediately. FRORIEP reserves the right to refuse access to and use of the Website to anyone for any reason at any time.

14.4 Survival

All provisions of these Terms of Use which by their nature should survive termination will survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity, and limitations of liability.

15. Communications with FRORIEP

Short version: We use email and other electronic means to stay in touch with our users.

16.1 Electronic Communication Required

For contractual purposes, you (i) consent to receive communications from us in an electronic form via the email address you have submitted or via the Website; and (ii) agree that all Terms of Use, agreements, notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that those communications would satisfy if they were on paper. This section does not affect your non-waivable rights.

16.2 Legal Notice to FRORIEP must be in Writing

Communications made through email or FRORIEP support's messaging system will not constitute legal notice to FRORIEP or any of its officers, employees, agents or representatives in any situation where notice to FRORIEP is required by contract or any law or regulation. Legal notice to FRORIEP must be in writing and served on FRORIEP's legal agent.

17. Disclaimer of Warranties

Short version: We provide the Website as is, and we make no promises or guarantees about the Website. Please read this section carefully; you should understand what to expect.

 

FRORIEP provides the Website "as is" and "as available," without warranty of any kind. Without limiting this, we expressly disclaim all warranties, whether express, implied or statutory, regarding the Website including without limitation any warranty of merchantability, fitness for a particular purpose, title, security, accuracy, and non-infringement.

 

FRORIEP does not warrant that the Website will meet your requirements; that the Website will be uninterrupted, timely, secure, or error-free; that the information provided through the Website is accurate, reliable or correct; that any defects or errors will be corrected; that the Website will be available at any particular time or location; or that the Website s is free of viruses or other harmful components. You assume full responsibility and risk of loss resulting from your downloading, reliance or use of files, information, content or other material obtained from the Website.

18. Release and Indemnification

Short version: You are responsible for your use of the Website. If you harm someone else or get into a dispute with someone else, we will not be involved.

 

To the fullest extent permitted by applicable law, you will indemnify, defend and hold harmless FRORIEP, its affiliates and FRORIEP's as well as the affiliates’ respective past, present and future employees, officers, directors, contractors, consultants, equity holders, suppliers, vendors, service providers, parent companies, subsidiaries, affiliates, agents, representatives, predecessors, successors and assigns (the "FRORIEP Parties") from and against all claims, demands, actions, damages, losses, costs and expenses (including attorneys’ fees) that arise from or relate to: (i) your use of the Website, (ii) your responsibilities or obligations under these Terms of Use, (iii) your violation of these Terms of Use, or (iv) your violation of any rights of any other person or entity, (v) any dispute between you and any other person, and (vi) any regulatory enforcement actions, which were initiated by your actions or omissions.

19. Limitation of Liability

Short version: We will not be liable for damages or losses arising from your use or inability to use the Website or otherwise arising under these Terms of Use. Please read this section carefully; it limits our obligations to you.

 

To the fullest extent permitted by applicable law: in no event will FRORIEP or any of FRORIEP Parties be liable for any direct, indirect, special, incidental, consequential, punitive, enhanced or exemplary damages of any kind (including, but not limited to, where related to loss of revenue, income or profits, loss of use or data, or damages) arising out of or in any way related to the use of the Website or otherwise related to the Website or these Terms of Use, regardless of the form of action, whether based in contract, tort (including, but not limited to, simple negligence, whether active, passive or imputed), or any other legal theory (even if the party has been advised of the possibility of such damages and regardless of whether such damages were foreseeable).

20. Changes to These Terms

Short version: We want our users to be informed of important changes to our terms, but some changes aren't that important - we don't want to bother you every time we fix a typo. So while we may modify this agreement at any time, we will notify users of any changes that affect your rights and give you time to adjust to them.

 

We reserve the right, at our sole discretion, to amend these Terms of Use at any time and will update these Terms of Use in the event of any such amendments. We will notify our users of material changes to these Terms of Use, such as price changes, at least 30 days prior to the change taking effect by posting a notice on our website where you access the Website. For non-material modifications, your continued use of the Website constitutes agreement to our revisions of these Terms of use.

 

We reserve the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Website (or any part of it) with or without notice.

21. Governing Law and Court Venue

These Terms of Use shall be governed by substantive Swiss law, excluding Swiss conflicts of law rules. The United Nations Convention on the International Sale of Goods shall not apply. Any dispute arising under or in connection with these Terms shall be subject to the exclusive jurisdiction of the courts of the City of Zurich, Switzerland.

22. Non-Assignability

FRORIEP may assign or delegate these Terms of Use and, in whole or in part, to any person or entity at any time with or without your consent, including the license grant in section 6. You may not assign or delegate any rights or obligations under the Terms of Use without our prior written consent, and any unauthorized assignment and delegation by you is void.

23. Severability, No Waiver, and Survival

If any part of these Terms of Use is held invalid or unenforceable, that portion of the Terms of Use will be construed to reflect the parties’ original intent. The remaining portions will remain in full force and effect. Any failure on the part of FRORIEP to enforce any provision of these Terms of Use will not be considered a waiver of our right to enforce such provision. Our rights under these Terms of Use will survive any termination of these Terms of Use.

24. Complete Agreement

These Terms of Use, together with the documents referenced herein represent the complete and exclusive statement of the agreement between you and us. These Terms of Use supersedes any proposal or prior agreement oral or written, and any other communications between you and FRORIEP relating to the subject matter of these terms including any confidentiality or nondisclosure agreements.

CONTACT US

  • Twitter
  • LinkedIn

FRORIEP Legal AG - _NexGen Incubator
Bellerivestrasse 201
8034 Zürich
Switzerland

​​​​© 2020 

FRORIEP Legal Ltd.