THIS AGREEMENT is made on September 30th 2014, as Version 1.0.
Update Versions / Dates: [Version 1.5 / 7h May 2018]
PLEASE READ CAREFULLY BEFORE USING IBDoc®
This end-user licence agreement (EULA) is a legal agreement between you (End-user or you), a
professional healthcare provider (PHP), and BÜHLMANN Laboratories AG,
Baselstr. 55, 4124 Schönenbuch / Switzerland (BÜHLMANN,
us or we) for the use of
the following Products:
IBDoc® System, including the IBDoc® Portal and the
respective IBDoc® Software (together IBDoc®)
Supporting electronic documents (Documents).
We licence the use of the Products to
you on the basis of this EULA. We do not sell IBDoc® or parts
thereof or any Documents to you. We remain the owners of the Products at all
BÜHLMANN REFUSES ALL RESPONSIBILITIES,
WARRANTIES OR LIABILITIES WHATSOEVER IF THE DEVICE USED BY THE PATIENT TO TRANSFER
HIS OR HER TEST RESULTS HAS NOT BEEN RELEASED AND LICENCED WITH ITS ORIGINAL
By installing the Products, especially the IBDoc®
Software, and clicking on the "Accept" button below, you agree to the
terms of the licence which will bind you. The terms of the licence include, in
available https://www.buhlmannlabs.ch/website-disclaimer/) and limitations on
liability in condition 7.
If you do not agree to the terms of this
licence, we will not license the use of the Products to you and you must stop
the installation process now by clicking on the "Cancel" button below.
In this case the installation process will terminate.
As a PHP, you have the right to withdraw from
your transaction without charge and without any reason before installing the
Products, especially the IBDoc® software.
If you are not in agreement with the conditions
of this EULA, your patients are not allowed to use IBDoc® for
diagnostic purposes and download the respective application (the so called CalApp®,
i.e. the mobile application software for the patients; [App]).
The use of the App by your patients involves regular
transfers of sensitive patient data of your patients (Patient Data) over the
Internet. You expressly agree to protect Patient Data to the greatest extent
possible in accordance with this EULA and all applicable laws, rules and
regulations concerning data protection.
You may print a copy of this EULA for
IT IS AGREED AS FOLLOWS:
The terms of this EULA apply to the use of IBDoc®
and the corresponding Documents and any of the services accessible through IBDoc®
(Services), including any updates or supplements to IBDoc®
or any Service, unless they come with separate terms, in which case those terms
apply. If any open-source software is included in the IBDoc®
Software, the terms of an open-source licence may override some of the terms of
We may change these terms at any time by
notifying you of a change when you next start IBDoc® and log
in. The new terms may be displayed on-screen and you may be required to read
and accept them to continue your use of the Services.
From time to time we may issue updates on IBDoc®.
Depending on the update, you may not be able to use the Services until you have
downloaded or streamed the latest version of IBDoc® and
accepted any new terms.
By using IBDoc® or any Service,
you consent to us (or our technology provider) collecting and using technical
information about your computer or other digital devices (Devices) and
related software, hardware and peripherals for Services that are internet-based
or wireless to improve our products and to provide any Services to you.
The use of the Product is associated with
regular transfers of Patient Data over the Internet. You agree with the
following safety features applied by us to Patient Data: Patient Data is
transferred as encrypted data by a 256 bit AES key using the keyczar
cryptographic toolkit (https://github.com/google/keyczar). Such encrypted
Patient Data is stored in an encrypted data storage system located within the
European Union (EU) and/or Canada. To minimise data lost, Patient Data is
stored on an application server and a Back-up Server. All servers use between
with each other encrypted data transfers and each server is an encrypted data
storage. The servers are located in geographically separated data centres, but
all being located within the EU and/or Canada.
As PHP, you take on the role as central data controller
of Patient Data, as BÜHLMANN has no possibility to access Patient Data. In its
role as controller, the PHP expressly accepts the following obligations, and
acknowledges the following limitations:
You guarantee to obey all applicable laws, rules
and regulations concerning data protection regarding Patient Data at all time,
including but not limited to the Regulation (EU) 2016/679 of 27 April 2016
(General Data Protection Regulation; GDPR).
You are responsible that the Patient Data you
store and save on your IT-system is accurate.
You are responsible to inform your patients
correctly about which Patient Data is stored and under which conditions.
You are responsible to obtain a (documented)
consent of your patients for handling Patient Data as set forth in this EULA,
the Sales Contract between you and BÜHLMANN (Sales Contract) or the Service
Level Agreement (SLA), as the case may be, and subsequently in our
You agree that your patients have at all time
the possibility to ask for the deletion or the amendment of their Patient Data
and that you comply with such requests.
You acknowledge and agree that we are only
responsible for the accuracy of the technical parameters, but not for the
accuracy of the stored Patent Data and other data provided by you, your
affiliates or your employees.
Prior to any transmission of Patient Data, a
password-protected login from both you and the patient is required. It is,
however, your and the patient's responsibility to choose a strong password and
keep the passwords confidential at all time.
Patient Data belongs at all time to you and/or
to the patient as the case may be. Patient Data is only accessible by you and
We only have access to aggregated and pseudonymised
Patient Data meaning that the
personal data can no longer be attributed to a specific data subject without
the use of additional information. For supporting
reasons, we may see and use your patient's email address. Other personal data
of your patients is not accessible by us unless your patients interact with us
in way according to condition 1.7 below.
We do not alter, amend or delete any Patient
Data without the express consent of you and the patient.
Neither our distributors nor other any third
party collaborators have access to Patient Data, except as described in clause
For all data processing not expressly defined in
conditions 1.5 and 1.6 above or in the separate Sales Contract or the separate
are incorporated into this EULA by reference and apply to the Products and Services
and are available at any time at http://www.ibdoc.net/ibdoc_privacy_policy/. For the avoidance of doubt, in case of discrepancies between the Sales
by using the Products or any Service, you acknowledge and agree that internet
transmissions are never completely private or secure. You understand that any
message or information you send or receive using the Products or any Service
may be read or intercepted by others, even if there is a special notice that a
particular transmission is encrypted.
By using IBDoc® or any Service,
you acknowledge to us that the Products may only properly function if there
have not been any modifications or alterations to the Products whatsoever.
Any measurement made with, or displayed by IBDoc®
is intended as an aid to detection and assessment only. ANY DIAGNOSIS OR
TREATMENT DECISION SHOULD BE ENTIRELY THE RESPONSIBILITY OF A TRAINED HEALTH
CARE PROFESSIONAL (HCP). Any such decision should integrate all of the
information available from a variety of sources including clinical examinations
when forming an opinion.
IBDoc® or any Service may
contain links to other independent third-party websites (Third-party
Sites). Third-party Sites are not under our control, and we are not
responsible for and do not endorse their content or their privacy policies (if
any). You will need to make your own independent judgement regarding your
interaction with any Third-party Sites, including the purchase and use of any
products or services accessible through them.
Any words following the terms including, include,
especially, in particular or for example or any similar phrase
shall be construed as illustrative and shall not limit the generality of the
related general words.
In consideration of you agreeing to abide by the
terms of this EULA, we grant you a non-transferable, non-exclusive licence to
use the IBDoc®, subject to these terms and the Privacy
Policy, incorporated into this EULA by reference. We reserve all other rights.
Except as expressly set out in this
EULA or as permitted by any local law, you agree:
not to copy the Products, especially the IBDoc®
Software, except where such copying is incidental to the normal use of the Products,
or where it is necessary for the purpose of back-up or operational security;
not to rent, lease, sub-license, loan,
translate, merge, adapt, vary or modify the Products, especially the IBDoc®
not to make alterations to, or modifications of,
the whole or any part of the Products, especially the IBDoc® Software,
or permit the Products, especially the IBDoc® Software, or
any part of it to be combined with, or become incorporated in, any other
not to disassemble, decompile, reverse-engineer
or create derivative works based on the whole or any part of the Products,
especially the IBDoc® Software, or attempt to do any such
thing except to the extent that such actions cannot be prohibited because they
are essential for the purpose of achieving inter-operability of the IBDoc®
Software with another software program, and provided that the information
obtained by you during such activities:
is used only for the purpose of achieving
inter-operability of the IBDoc® Software with another
is not disclosed or communicated without our
prior written consent to any third party; and
is not used to create any software that is
substantially similar to the Products, especially the IBDoc® Software;
to keep all copies of the Products, especially
the IBDoc® Software, secure and to maintain accurate and
up-to-date records of the number and locations of all copies of the Products,
especially the IBDoc® Software;
to include our copyright notice on all entire
and partial copies you make of the Products, especially the IBDoc® Software,
on any medium;
not to provide or otherwise make available the Products,
especially the IBDoc® Software, in whole or in part
(including object and source code), in any form to any person without prior our
written consent; and
to comply with all technology control or export
laws and regulations that apply to the technology used or supported by IBDoc®
or any Service (Technology),
together Licence Restrictions.
not use IBDoc® or any Service
in any unlawful manner, for any unlawful purpose, or in any manner inconsistent
with this EULA, or act fraudulently or maliciously, for example, by hacking
into or inserting malicious code, including viruses, or harmful data, into IBDoc®,
any Service or any operating system;
not infringe our intellectual property rights or
those of any third party in relation to your use of IBDoc® or
any Service, including the submission of any material (to the extent that such
use is not licensed by this EULA);
not transmit any material that is defamatory,
offensive or otherwise objectionable in relation to your use of IBDoc®
or any Service;
not use IBDoc® or any Service
in a way that could damage, disable, overburden, impair or compromise our
systems or security or interfere with other users; and
not collect or harvest any information or data
from any Service or our systems or attempt to decipher any transmissions to or
from the servers running any Service.
together Acceptable Use Restrictions
You acknowledge and agree that all intellectual
property rights in IBDoc®, the Documents and the Technology
anywhere in the world belong to us or our licensors, that rights in IBDoc®
are licensed (not sold) to you, and that you have no rights in, or to, IBDoc®,
the Documents or the Technology other than the right to use each of them in
accordance with the terms of this EULA.
You acknowledge and agree that you have no right
to have access to IBDoc®, especially the IBDoc®
Software, in source-code form.
We warrant that:
IBDoc® will, when properly
used according to the Instruction for Use (available on www.ibdoc.net), perform substantially in accordance with the functions described
in the Documents; and
that the Documents correctly describe the
operation of IBDoc® in all material respects,
for a period
of 360 days from the date on which IBDoc® has been installed
on your Device (Warranty Period).
If you notify us in writing within the Warranty
Period of any defect or fault in IBDoc® as a result of which
it fails to perform substantially in accordance with the Documents, you will be
entitled to re-install IBDoc® or a successor version thereof,
when available, and to get support according to clause 9.
The warranty does not apply:
if the Instruction for Use are not followed and
the use of the Products result in a defect or fault;
if your Device does not perform according to the
if the defect or fault in the Products results
from you having amended the Products or parts thereof;
if the defect or fault in the Products result
from you having used the Products in contravention of the terms of this EULA; or
if you breach any of the Licence Restrictions or
the Acceptable Use Restrictions.
Our liability and the liability of our officers,
employees, contractors, agents and other persons for which we might be liable
is limited to gross negligence and wilful misconduct.
You acknowledge that the Products has not been
developed to meet your individual requirements, and that it is therefore your
responsibility to ensure that the facilities and functions of IBDoc®
as described in the Documents meet your requirements.
If you use IBDoc® and
Documents for any commercial or business purposes, you acknowledge and agree
that we have no liability to you for any loss of profit, loss of business or
reputation, business interruption, or loss of business opportunity.
We are only responsible for loss or damage you
suffer that is a foreseeable result of our breach of this EULA or our gross negligence
up to the limit specified in condition 7.5, but we are not responsible for any
unforeseeable loss or damage. Loss or damage is foreseeable if it is an obvious
consequence of our breach or if they were contemplated by you and us at the
time we granted you the EULA.
death or personal injury resulting from our
fraud or fraudulent misrepresentation; and
any other liability that cannot be excluded or
limited under Swiss law.
We may terminate this EULA immediately:
if all your patients enrolled terminate the use
of the App for whatever reason;
if you commit a material or persistent breach of
this EULA (including but not limited to the compliance with your data handling
or payment obligations) which you fail to remedy (if remediable) within 14 days
after the service of written notice requiring you to do so; and
if you breach any of the Licence Restrictions or
the Acceptable Use Restrictions.
We may terminate this EULA within 30 days after
the service of written notice for any reason.
On termination of this EULA either according to
clause 8.1 (immediate termination) or to clause 8.2 (termination for any
all rights granted to you under this EULA shall
you must immediately cease all activities
authorised by this EULA, including your use of any Services; and
you must immediately delete or remove IBDoc®
and all Documents from all Devices, and immediately destroy all copies of IBDoc®
and Documents then in your possession, custody or control and certify to us
that you have done so, except the patients data to be transferred according to
In case of termination of this EULA, your
patients and we have the right to transfer all patients data including
patients profiles to a third-party professional healthcare provider. Such data
including patient profiles transfer will be supported by you in a comprehensive
If you wish to contact us in writing, or if any
condition in this EULA requires you to give us notice in writing, you can send
this to us by e-mail or by prepaid post to BÜHLMANN Laboratories AG, Baselstrasse
55, CH-4124 Schoenenbuch, Switzerland or email@example.com. We will confirm
receipt of this by contacting you in writing, normally by e-mail.
If we have to contact you or give you notice in
writing, we will do so by e-mail or by pre-paid post to the address you provide
to us in your request.
We will not be liable or responsible for any
failure to perform, or delay in performance of, any of our obligations under
this EULA that is caused by any act or event beyond our reasonable control,
including failure of public or private telecommunications networks (Event Outside Our Control).
If an Event Outside Our Control takes place that
affects the performance of our obligations under this EULA:
our obligations under this EULA will be
suspended and the time for performance of our obligations will be extended for
the duration of the Event Outside Our Control; and
we will use our reasonable endeavours to find a
solution by which our obligations under this EULA may be performed despite the
Event Outside Our Control.
We may transfer our rights and obligations under
this EULA to another organisation, but this will not affect your rights or
obligations under this EULA.
You may only transfer your rights or obligations
under this EULA to another person if we agree in writing.
If we fail to insist that you perform any of
your obligations under this EULA, or if we do not enforce our rights against
you, or if we delay in doing so, that will not mean that we have waived our
rights against you and will not mean that you do not have to comply with those
obligations. If we do waive a default by you, we will only do so in writing,
and that will not mean that we will automatically waive any later default by
Each of the conditions of this EULA operates
separately. If any court or competent authority decides that any of them are
unlawful or unenforceable, the remaining conditions will remain in full force
Please note that this EULA, its subject matter
and its formation, are governed by substantive Swiss law excluding its
conflict of law rules as well as any international treaty, in particular the
United Nations Convention on the International Sale of Goods (CISG). You and we
both agree that the courts of Schoenenbuch, Switzerland, will have