Terms of Service
Please read these terms of service and any other policies and documents referenced in these terms of service, which make up the “agreement.” Please read the agreement carefully before using this service.
Agree: by using the service or clicking “sign up” customer is agreeing to be bound by the agreement and if customer is not an individual, individual who clicks “sign up” has the appropriate authority to bind the customer to the agreement.
Cancel: if customer does not want to agree to this agreement then do not click to sign up but then customer cannot use the service.
This agreement is between DMD Aeronautics Engineering S.L. (Provider) and the entity or individual agreeing to these terms (Customer).
1. SOFTWARE AS A SERVICE
Subject to this Agreement, the Provider grants to the Customer a non-exclusive, non-transferable, non-sub-licensable revocable access to use a cloud-based software service when Customer registers for a Robin RAMS account and as further outlined at robinrams.com (Service). The Service is granted for the Term (as defined below) of this agreement.
2. USE OF SERVICE
- Customer Owned Data. When registering for the Service, the Customer releases Information that is necessary to use the Service, including, but not limited to, company name, individual name, address, phone number and email address.
- Access to Customer Account. Customer is solely responsible for all access granted to Other Users and the actions of Other Users on Customer’s account. The Provider accepts no liability or responsibility for any actions by another User on Customer’s account. It is Robin RAMS policy that the Provider, its directors, officers, employees, agents or consultants will not make any changes to Customer Data, except in the event of a termination of this Agreement. However, in certain circumstances, the Provider, its directors, officers, employees, agents or consultants will make changes to Customer Data, including changes or amendments to files a Customer sends to the Provider, if a Customer or a Customer’s Other Users request such changes or amendments. Sometimes the Provider, its directors, officers, employees, agents or consultants need to change information in a Customer’s account so technical issues can be fixed which prevent the Provider from properly delivering the Service.
- Customer Responsibilities. Customer (i) must keep its passwords secure and confidential; (ii) is solely responsible for Customer Data and all activity in its account in the Service; (iii) must use commercially reasonable efforts to prevent unauthorized access to its account, and notify the Provider promptly of any such unauthorized access; and (iv) may use the Service only in accordance with the Service’s technical documentation and applicable law.
- Trial Version. If Customer has registered for a trial use of the Service, Customer may access the Service for a trial period granted by the Provider. The Service is given as is, with no warranty during this time period. All Customer data may be deleted after the trial period, unless Customer converts its account to a non-trial account.
- Minimum age. The Customer must be at least 18 years old at the time of the Purchase.
Customer must pay all fees as specified on the order, but if not specified then within 10 days of receipt of an invoice. Customer is responsible for the payment of all sales, use, withholding, VAT and other similar taxes. This agreement contemplates one or more orders for the Service, which orders are governed by the terms of this agreement.
4. MUTUAL CONFIDENTIALITY
- Definition of Confidential Information. Confidential Information means all non-public information disclosed by a party (Discloser) to the other party (Recipient), whether orally or in writing, that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure (Confidential Information). The Provider’s Confidential Information includes without limitation the Service (including without limitation the Service user interface design and layout).
- Protection of Confidential Information. The Recipient must use the same degree of care that it uses to protect the confidentiality of its own confidential information (but in no event less than reasonable care) not to disclose or use any Confidential Information of the Discloser for any purpose outside the scope of this agreement. The Recipient must make commercially reasonable efforts to limit access to Confidential Information of Discloser to those of its employees and contractors who need such access for purposes consistent with this agreement and who have signed confidentiality agreements with Recipient no less restrictive than the confidentiality terms of this agreement.
- Exclusions. Confidential Information excludes information that: (i) is or becomes generally known to the public without breach of any obligation owed to Discloser, (ii) was known to the Recipient prior to its disclosure by the Discloser without breach of any obligation owed to the Discloser, (iii) is received from a third party without breach of any obligation owed to Discloser, or (iv) was independently developed by the Recipient without use or access to the Confidential Information. The Recipient may disclose Confidential Information to the extent required by law or court order, but will provide Discloser with advance notice to seek a protective order.
5. DMD AERONAUTICS ENGINEERING S.L. PROPERTY
- Reservation of Rights. The software, workflow processes, user interface, designs, know-how, and other technologies released by the Provider as part of the Service are the proprietary property of the Provider and its licensors, and all right, title and interest in and to such items, including all associated intellectual property rights, remain with their respective owners. Customer may not remove or modify any proprietary marking or restrictive legends in the Service. The Provider reserves all rights unless expressly granted in this agreement.
- Restrictions. Customer may not(i) sell, resell, rent or lease the Service; (ii) use the Service to store or transmit infringing, unsolicited marketing emails, libellous, or otherwise objectionable, unlawful or tortious material, or to store or transmit material in violation of third-party rights; (iii) interfere with or disrupt the integrity or performance of the Service, including, but not limited to uploading or distributing in any way files that contain viruses or corrupted files that may damage the operation of the Services; (iv) attempt to gain unauthorized access to the Service or their related systems or networks; (v) reverse engineer the Service; or (vi) access the Service to build a competitive service or product, or copy any feature, function or graphic for competitive purposes.
6. TERM AND TERMINATION
- Term. This agreement continues until Customer or Provider terminate the Customer account (Term).
- Mutual Termination for Material Breach. If either party is in material breach of this agreement, the other party may terminate this agreement at the end of a written 30-day notice/cure period, if the breach has not been cured.
- Return of Customer Data.
- Within 30-days after termination, upon request, the Provider will make the Service available for Customer to export the Customer Data.
- After such 60-day period, the Provider has no obligation to maintain the Customer Data and may destroy it.
- Payment Upon Termination. Upon termination of this agreement for any reason, Customer must pay the Provider for any unpaid amounts.
- Aggregate Data. During and after the Term, the Provider may use non-personally identifiable Customer Data for purposes of enhancing the Service, aggregated statistical analysis, technical support and other business purposes.
- Suspension of Service for Violation of Law. The Provider may temporarily suspend the Service or remove the applicable Customer Data, or both, if it in sole discretion acting reasonably believes that, as part of using the Service, Customer has violated a law. The Provider will attempt to contact Customer in advance before the Provider suspends the Service.
7. SERVICE LEVEL AGREEMENT/WARRANTY AND REMEDY
Warranty. The Provider warrants to Customer that commercially reasonable efforts will be made to maintain the online availability of the Service for a minimum of availability in any given month as indicated in the chart below (excluding scheduled outages, force majeure, and outages that result from any Customer technology issues).
- Availability Warranty: 90%
- Credit: 25% of previous monthly fee if below the warranty
Limited Remedy. The Service may be interrupted or contain an error. Customer’s exclusive remedy and the Provider’s sole obligation for its failure to meet the warranty above will be for the Provider to give credit for the applicable month as indicated above (if this agreement is not renewed, then a refund), for the month; provided that Customer notifies the Provider of such breach within 30 days of the end of that month. In addition, Customers under a prepaid annual contract can terminate this agreement upon notice to the Provider if the performance falls below the availability warranty, and the Provider will refund such a Customer a pro-rated amount of any fees paid to Provider for the Service.
8. LIABILITY LIMIT AND DISCLAIMER
- Limit on purposes of services. The services are not designed to replace professional advice, such as airworthiness and safety services.
- Disclaimer. Except as expressly indicated in this agreement, the services are not guaranteed and are given “as is.” While the Provider takes reasonable, physical, technical and administrative measures to secure the service, the Provider gives no representations, warranties or conditions of any kind, express or implied, including without limitation representations, warranties or conditions as to uninterrupted or error-free or virus-free service, accessibility, privacy of files, security, merchantability, quality or fitness for a particular purpose and those arising by statute or otherwise, or from a course of dealing or usage of trade.
- Limitation on Liability. The Provider, its directors, officers, agents, contractors, shareholders or affiliates (Released Parties) will not be liable in any way for any claim for: (a) punitive, exemplary or aggravated damages; (b) damages for loss of profits or revenue, failure to realize expected savings, loss of use or lack of availability of customer data; (c) indirect, consequential or special damages, arising from or in connection with the services, regardless of whether or not customer informed or advised the Provider of the possibility of such damages; (d) Contribution, indemnity or set-off in respect of any claims against customer; (e) any damages whatsoever relating to third-party products, client materials or any goods or services not developed or made available by the Provider; or (f) any damages whatsoever relating to interruption, delays, errors or omissions even if such interruption, delays, errors or omissions were caused by any of the released parties.
- Total limit on Liability. The Provider’s liability for all damages arising out of or related to this agreement (whether in contract, warranty tort, including negligence, or otherwise) does not exceed the amount paid by Customer within the 12-month period prior to the event that gave rise to the liability.
If any third-party brings a claim against the Provider or any of the Released Parties related to Customer’s acts, omissions, data or information within the Services, Customer must defend, indemnify and hold the Provider or the Released Parties harmless from and against all damages, losses, and expenses of any kind (including reasonable legal fees and costs) related to such claim.
10. GOVERNING LAW AND FORUM
The laws of Spain govern this agreement. Any dispute arising out of or related to this agreement must be exclusively brought in a court of competent jurisdiction in Spain. The prevailing party in litigation is entitled to recover its attorneys’ fees and costs from the other party.
11. AMENDMENT OF SERVICE AND TERMS
The Provider can, without notice and in the Provider’s sole discretion, without any notice or liability to Customer, terminate Customer’s right to the License to use the Service or any part of the Service. The Provider can also terminate, without any notice or liability to Customer, any part of the Service. The Provider is constantly adding new products and features to the Service, so the Provider can amend this Agreement as the Provider sees fit. If Customer does not approve of any amendments or modifications, then Customer must quit using the Service.
12. SPECIAL PROVISIONS FOR RELIABILITY PREDICTION
The Reliability Prediction module contains licensed material property of Quanterion Solutions Incorporated, 266 Genessee Street, Utica, NY 13502. In particular, the databases 217PlusTM, NPRD-2016 and EPRD-2014 including models, data and technology are owned by QSI, including rights, title and intellectual property.
By purchasing the Reliability Prediction module subscription, the Customer is allowed to use the databases contained in the module for their specific project calculations. The Customer is not allowed to access, print or download the complete datasets behind the GUI. Any attempt to gain unauthorized access to the mentioned databases is a breach of the present Terms & Conditions. DMD Solutions will investigate incidents involving such violations and may involve and will cooperate with law enforcement if a criminal violation is suspected.
The access to the trail version of the Reliability Prediction module is offered for a one month. However, the access to the licensed material owned bt QSI, that is the databases 217PlusTM, NPRD-2016 and EPRD-2014, are limited to five days. After five days, the trail version of the Reliability Prediction module will not allow access to the licensed material.
13. OTHER TERMS
- Entire Agreement and Changes. This agreement constitutes the entire agreement between the parties and supersedes any prior or contemporaneous negotiations or agreements, whether oral or written, related to this subject matter. Customer is not relying on any representation concerning this subject matter, oral or written, not included in this agreement. No representation, promise or inducement not included in this agreement is binding.
- No Assignment. Customer may not assign or transfer the Agreement or a Customer account to a third party, unless as part of a merger or sale of substantially all the assets of Customer.
- No Partnership. Nothing in the Agreement creates a partnership or joint venture between the Customer and Provider. The Provider is not supplying Customer with any advice, including financial, accounting, or tax.
- Enforceability and Force Majeure. If any term of this agreement is invalid or unenforceable, the other terms remain in effect. Neither party is liable for force majeure events.
- Money Damages Insufficient. Any breach by a party of this agreement or violation of the other party’s intellectual property rights could cause irreparable injury or harm to the other party. The other party may seek a court order to stop any breach or avoid any future breach.
- Survival of Terms and no CISG. Any terms that by their nature survive termination of this agreement for a party to assert its rights and receive the protections of this agreement, will survive. The UN Convention on Contracts for the International Sale of Goods does not apply.
- English. The parties have agreed that this agreement and the related documents be drawn up in the English language.
- Age of Majority. By clicking Sign Up, the Customer certifies that the Customer is of the age of majority in whatever jurisdiction the Customer is located.
DMD Aeronautics Engineering S.L.
carrer Muncipi 14, 08018
Rev. February 26th, 2021