For the usage and administration of the VirtualBadge software.
Last updated on the 26th August 2021.
1- Acceptance of the terms
These Terms of Use (the "Terms of Use") are agreed between FutureNext GmbH, a German company located in 68163 Mannheim, hereinafter referred to as “FutureNext", “FN” or “we”, owner of the software Virtualbadge.io (the “software” or the “app”), and the Client. As used in the present, "Client" (or “you”) refers to the person or entity that runs the event/course/certification/ceremony or any other purposeful occasion, called “Event”, from which the Virtual Badges will be created. The Software is provided as a cloud-based software solution “as-is”, hosted on FutureNext’s server or on servers by third-party partners of FutureNext. “User” refers to the person or entity authorized by the client to use the Virtual Badge software to create/download and share their personalized badge.
FutureNext reserves the right, in its sole discretion, to update these Terms of Use or TOU at any time. The Client may revise the most recent version of these Terms at any time in the URL of this page (https://virtualbadge.io/terms). These Terms of Use will then apply to all transactions made after the effective date of these Terms of Use.
If we change the Terms, we will inform you of this, and the changes will take effect if the contract is not terminated by the client. If the client objects, FutureNext may terminate the contract without notice. Completed transactions will not be affected.
2- Data usage
FutureNext GmbH is not selling any kind of data gathered in our badge service to any external party or third parties in general.
User information such as, and amongst others: name, email address, access tokens for the app, LinkedIn id, and the date of access will be stored on FutureNext’s servers, exclusively to provide the user with the promised service. Other information such as data concerning the performance of the Virtualbadge.io software for the Client will remain stored on FutureNext’s servers once the service is completed.
If you wish that any personal data is deleted, please reach out to help@virtualbadge.io.
During the availability of the Virtual Badges, data is aggregated for reporting purposes.
For FutureNext’s data privacy agreement see https://www.virtualbadge.io/privacy-policy
2.1- Service Providers
We share Personal Information with companies that provide services on our behalf, such as website hosting, email services, marketing, auditing, fulfilling customer requests, data analytics, providing customer service, and conducting customer research and satisfaction surveys. These companies are obligated to protect your personal information. More details about our Service Providers can be found in our Privacy Policy.
3- Usage of the Software and restrictions
To use the software, a terminal device with access to the world wide web and one of the web browsers is required: Mozilla Firefox, Google Chrome. FutureNext is not responsible for compliance with the system requirements. These are the sole responsibility of the Client.
All information displayed on the badges created with the software, such as: data, text, software, music, sound, pictures, graphics, video, messages, labels and others, whether published publicly or transmitted privately ("Content") are the sole responsibility of the Client from whom such Content originates. FutureNext does not assume any liability for damages resulting from this, especially through copyright infringements. The Client must ensure that he has the usage permissions of every piece of content before uploading it to FutureNext’s services. With uploading content the client states that he has mentioned permissions.
FutureNext doesn’t allow accounts that promote or incite harm toward others or that promote discriminatory, hateful, or harassing Content. To this end, we may suspend or terminate your account if you distribute any content that we determine, in our sole discretion, contains, consists or includes either of the following:
● A Threat of Physical Harm. This means any statement, photograph, advertisement, or other Content that in our sole judgment could be reasonably perceived to threaten, advocate, or incite physical harm to or violence against others.
● Hateful Content. This means any statement, image, photograph,advertisement, or other Content that in our sole judgment could be reasonably perceived to harm, threaten, promote the harassment of, promote the intimidation of, promote the abuse of, or promote discrimination against othersbased solely on race, ethnicity, national origin, sexual orientation, gender,gender identity, religious affiliation, age, disability, disease, orimmigration status.
We also may suspend or terminate your account if we determine, in our sole discretion, that you are either:
● an organization that has publicly stated or acknowledged that its goals, objectives, positions, or founding tenets include statements or principles that could be reasonably perceived to advocate, encourage, or sponsor Hateful Content or A Threat of Physical Harm;
● a person that has publicly made a comment or statement, orother wise publicly made known a position, including by membership in an organization as discussed above, that could be reasonably perceived as Hateful Content or A Threat of Physical Harm; or
● a person or organization that has acted in such a way as could be reasonably perceived to support, condone, encourage, or represent Hateful Content or A Threat of Physical Harm.
FutureNext may also immediately remove any Event or Virtual Badge that a third party alleges infringes or violates any of that third party's intellectual property or publicity rights until FutureNext has determined in its sole discretion that the third party's allegation has been resolved.
If you violate any of these rules, then we may issue a warning to, suspend, or terminate your account.
Unless otherwise indicated, the Software is FutureNext’s property and all source code, databases, functionality, software, website designs, audio, video, text, photographs, trademarks, service marks, and logos are owned or controlled by us or licensed to us, and are protected by copyright and trademark laws and various other intellectual property rights and unfair competition laws, international copyright laws, and international conventions. Except as expressly provided in these Terms of Use, no part of the Software may be copied, reproduced, aggregated, republished, uploaded, posted, publicly displayed, encoded, translated, transmitted, distributed, sold, licensed, or otherwise exploited for any commercial purpose whatsoever, without our express prior written permission.
4-Availability of the Software
The Software can be used 24 hours a day, 7days a week with an availability of 97.5% on annual average. Excluded from thisare previously announced downtimes due to maintenance and software updates as well as times in which the web server is not available due to technical or other problems which are beyond FutureNext’s control (force majeure, fault ofthird parties, etc.).
Planned unavailability: FutureNext is entitled to service and maintain the software and/or the server, make data backups or other work. Such maintenance is not credited against the downtime under this section. If performance is reduced or discontinued in times of planned unavailability, the user has no claim to liability for defects or compensation.
5-Training and Support
FutureNext has the possibility to provide the Client with periodic webinars, or any other optional training formats. When previously agreed between the parts, individual training may also apply. In addition, FutureNext offers an online help function at any time as well as online tutorials to the app in its current version.
FutureNext offers user support during business hours, on weekdays from 10am CE(S)T to 6pm CE(ST) and. This support is available via email to help@virtualbadge.io and via online chat. FutureNext keeps the right to withdraw at any moment from providing training to the app, being all training/support options above mentioned only optional.
6-Member account, password, security
The software requires you to open an account. You must provide current, complete and correct information during the registration process for the data requested in the registration form and the following onboarding forms. You can choose a password and a user name as a valid email address to which only you have access to. You are solely responsible for maintaining the confidentiality of your password and account. You are also solely responsible for all activities that occur under your account. You agree to notify FutureNext immediately of any unauthorized use of your account or any other breach of security. FutureNext will not be liable for any damages that you may incur as a result of someone else using your password or account, either with or without your knowledge. You could be held liable for losses incurred by FutureNext or another party due to someone else using your account or password. You may not use anyone else's account without their permission.
6.1-Duties of the user
The Client will fulfill all obligations which are necessary for the execution of the contract. In particular he will:
- require those employees and service providers to whom he grants access to use the Software to comply with the terms of this Agreement applicable to them and to ensure that they comply with this obligation;
- take the necessary precautions to prevent the use of the Software by unauthorized persons with access data assigned to him, his employees or service providers.
- not to misuse the exchange of electronic messages possible within the scope of the contractual relationship and/or by using the software for the unsolicited sending of messages and information to third parties for advertising purposes ensure that he (e.g. when transmitting texts/data of third parties to the server of FutureNext) respects all rights of third parties to material used by him;
- not to use the software otherwise for racist, discriminatory, pornographic purposes, purposes endangering the protection of minors, politically extreme or otherwise unlawful purposes or purposes violating official regulations or requirements.
- before sending data and information to the provider, check them for viruses and use state-of-the-art virus protection programs;
In the event of a breach of these obligations, the user shall indemnify FutureNext against any claims by third parties based on the use of the software by him or his employees in breach of duty and shall compensate FutureNext for any damage resulting from a breach of duty.
7-Email tool
By agreeing to these Terms, you promise to follow these rules:
1. You won’t use FutureNext’s software to send spam emails.
2. You are obliged to always state your correct identity when sending Emails.
3. You won’t use purchased, rented, or third-party lists of email addresses.
4. By adding each email address, you have previously ensured that the recipient gave his consent to receive emails from FutureNext or FutureNext’s third-party partner’s servers.
5. You’ll comply with FutureNext’s Privacy Policy.
6. If you use FutureNext’s API, you’ll comply with FutureNext’s API Use Policy, which forms part of these Terms, when applicable.
7. You will comply with the European GDPR.
FutureNext is not liable in any way for emails sent using the Virtual Badges Software without adequate marketing consent from the final user.
The service used by FutureNext GmbH to support email sending operations is SparkPost, and their privacy policies for EU servers can be found at https://www.sparkpost.com/policies/privacy/.
8- Participants management
The participant management possibilities included in the Software consist of the upload of CSV files with email lists, manual upload or, if applicable, the connection with our API for the direct interchange of user emails. FutureNext may neither disclose nor commercialize in any way the information uploaded in the participant management tool, nor access that data in any way for marketing purposes.
9- Online Certification
If applicable, the Virtual Badges can be used as online certificates. Each badge created has a unique code and a unique URL, both used to validate its legitimacy. FutureNext is not responsible in any way for the authenticity or the validity of the content displayed in the online certificates neither guarantees its validity, recognition nor acceptance with any business entity, governmental authority or any other party. FutureNext is not liable and not responsible for any further distribution either by the Client or the User of the unique access tokens sent to users via email nor for any misuse of the badges in any form.
The Virtual Badges issued during the contractual period between FutureNext and the Client will remain hosted on FutureNext's servers for a not-specified period of time after the contract is canceled. In the case of contract cancelation, the verification of the certificates will take place only in FutureNext's website: www.virtualbadge.io.
10- Warranties
FutureNext guarantees that the Software will function in accordance with its purposeforeseen. EXCEPT AS EXPRESSLY PROVIDED HEREIN, FUTURENEXT MAKES NO WARRANTIES OF ANY KIND, EXPRESSED OR IMPLIED, STATUTORY OR OTHERWISE, AND FUTURENEXT EXPRESSLY AND SPECIFICALLY DISCLAIMS ANY WARRANTY OF PERFORMANCE, MARKETABILITY, NON-INFRINGEMENT OR FITNESS FOR PURPOSE IN PARTICULAR TO THE MAXIMUM EXTENT PERMITTED BY LAW APPLICABLE.
FutureNext does not guarantee (i) the uninterrupted or error-free operation of theSoftware or (ii) that FutureNext will correct all defects or prevent interruptions ofthird parties. The following warranties do not apply if you have experienced ause, modification, damage not caused by FutureNext, failure to comply with instructionsprovided by FutureNext or if limited by an Order Form. The Client isresponsible for determining their compliance with applicable laws and regulations.
11- Liability
To the maximum extent permitted by law, you acknowledge and agree that (i) you assume full responsibility for any loss that results from your use of the Service, including any negative brand impacts as a result from the use of the Virtual Badges software; (ii) we and our Team won’t be liable for any indirect, punitive, special, or consequential damages under any circumstances, even if they’re based on negligence or we’ve been advised of the possibility of those damages; and (iii) in any calendar month, our total liability to you arising under or in connection with the Agreement—whether in contract, tort (including negligence), breach of statutory duty, or otherwise—will be no more than what you paid us for the Service the preceding month.
For the avoidance of doubt, in no instance will we or our Team be liable for any losses or damages you suffer if you use the service in violation of these Terms, regardless of whether we terminate or suspend your account due to such violation.
11.1-Indemnity
You agree to indemnify and hold us and our Team harmless from any losses, including legal fees and expenses that directly or indirectly result from any claims you make that aren’t allowed under these Terms due to a “Limitation of Liability” or other provision. (Indemnity is an agreement to compensate someone for a loss.) You also agree to indemnify and hold us harmless from any losses, including legal fees and expenses, that directly or indirectly result from (i) your Content, (ii) your use of the Software, (iii) your violation of any laws or regulations, (iv) third-party claims that you or someone using your password did something that, if true, would violate any of these Terms, (v) any misrepresentations made by you, or (vi) a breach of any representations or warranties you’ve made to us.
11.2-Third party disclaimers
We and our Team aren’t responsible for the behavior of any third parties, agencies, linked websites, or other Members, including third-party applications, products, or services for use in connection with the Service (each, a “Third-Party Integration”). Your use of any Third-Party Integration and rights with respect to such Third-Party Integration are solely between you and the applicable third party. We are not responsible for the privacy, security or integrity of any Third-Party Integration or the practices and policies of any Third-Party Integration. We make no warranties of any kind and assume no liability of any kind for your use of any Third-Party Integration.
12- Contract termination
You or FutureNext may terminate the Agreement at any time and for any reason by terminating your Virtual Badge account, when applicable, by reaching the end of a predefined service package, when applicable, or by giving notice to the other party. We may suspend the Service to you at any time, with or without cause. If we terminate your account without cause, and your account is a paid account, we’ll refund a prorated portion of your monthly prepayment for a different plan, when applicable. We won’t refund or reimburse you in any other situation, including if your account is suspended or terminated for cause, such as for a breach or violation of the Agreement. If your account is inactive for 24 or more months, we may terminate your account and you won’t be entitled to a refund for a prepaid month or reimbursements. Once your account is terminated, you acknowledge and agree that we may permanently delete your account, but keep anonymised performance data associated with it for the further improvement of the Software, subject to the European GDPR agreement.
13- Entire Agreement
These Terms and any Additional Terms you’ve agreed to by enabling any Add-ons make up the entire agreement between us in relation to its subject matter and supersede all prior agreements, representations, and understandings. Any Additional Terms will be considered incorporated into the Agreement when you activate the corresponding Add-on.
Where there’s a conflict between these Terms and the Additional Terms, the Additional Terms will control to the extent of the conflict
14- Dispute Resolution
The European Commission provides an online dispute resolution platform, which you can access here: https://ec.europa.eu/consumers/odr. If you would like to bring this subject to our attention, please contact us.
15- Governing Law
These conditions are governed by and interpreted following the laws of Germany, and the use of the United Nations Convention of Contracts for the International Sale of Goods is expressly excluded. If your habitual residence is in the EU, and you are a consumer, you additionally possess the protection provided to you by obligatory provisions of the law of your country of residence. FutureNext GmbH and yourself both agree to submit to the non-exclusive jurisdiction of the courts of Baden-Württemberg, which means that you may make a claim to defend your consumer protection rights in regards to these Conditions of Use in Germany, or in the EU country in which you reside. Place of jurisdiction in accordance with § 38 Permitted agreement on place of jurisdiction - Code of Civil Procedure (§ 38 Zugelassene Gerichtsstandsvereinbarung - Zivilprozessordnung) is Mannheim.
16- Miscellaneous
For all software third-party license information please see
https://admin.virtualbadge.io/pages/licenses.html
If gaps arise in the practical application of this contract which the contracting parties have not provided for, or if the ineffectiveness of a provision is established, they undertake to fill or replace this gap or ineffective provision in a factual, reasonable manner oriented to the economic purpose of the contract.
17- Notice and procedure for asserting claims ofcopyright infringement
Notifications of claims of copyright infringement can be sent to the email address below
(Contact us section).
Contact us
In order to resolve a complaint regarding the Software or to receive further information regarding use of the Software and further services offered by FutureNext, please contact us at:
FutureNext GmbH
Julius-Hatry-Straße 1
Mannheim,Baden-Württemberg 68163
Germany
help@virtualbadge.io
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