dss+ MIRA™ Platform Terms of Use

1. General

1.1. Scope. The following Terms of Use (the ToU) apply to any use of dss MIRA Platform (the MIRA Platform), and any products and services available through the MIRA Platform (together the Services), which are provided by DSS Sustainable Solutions Switzerland SA (CHE-371.503.138), chemin du Pavillon 2, 1218 Le Grand-Saconnex (dss, we, us or our).

1.2. Acceptation of the ToU. Any access or use of the MIRA Platform is subject to these ToU. Anyone who accesses, browses and/or uses the MIRA Platform (a user or you) acknowledges having read, understood and agreed to these ToU.

1.3. Amendments. These ToU may be amended from time to time, in which case you will be notified by any appropriate mean (including via email or through the MIRA Platform, e.g. banners, pop-ups or other notification mechanisms). By continuing access or use of the MIRA Platform after any amendment of the ToU, you agree to be bound by any such amendment.

2. Personal Account

2.1. Account. Access to and use of the MIRA Platform require the registration of a personal account (the Account) and to be signed in. To create and maintain an Account, you must:

a) be and remain (i) an employee, agent or representative of an organization which is a customer of dss in connection with the MIRA Platform (the Organization) and (ii) authorized by your Organization to access and use the MIRA Platform;

b) have received from your Organization or dss initial credentials for registration of your Account;

c) have accepted these ToU, including any modification thereto; and

d) provide the information required during registration.

2.2. Accuracy. You warrant that all information you provide in the registration process or otherwise is true and accurate. You must keep such information up to date at any time.

2.3. Confidentiality. When you first log in to your Account, you must change your Account credentials. You are responsible for the quality and confidentiality of your Account credentials and for the use that is made of your Account, including any third party's use irrespective of whether you authorized such use or not. You are fully liable for any losses and/or damages that may result from any such use. You must immediately notify us of any unauthorized access or use of your Account or any other breach of security.

3. Intellectual Property

3.1. Ownership of dss. We and our licensors own the copyright and all intellectual property rights in and to the MIRA Platform, the content published on or through the MIRA Platform (the Content) and the Services. We and/or our licensors reserve all rights on the MIRA Platform, the Content and the Services not expressly granted herein.

3.2. License. Subject to your compliance with the ToU and any additional applicable terms referred to on the MIRA Platform, we grant you a non-exclusive, non-transferable, revocable and limited license, without the right to sublicense, to access the MIRA Platform and the Content strictly for the purpose of using the Services – on behalf and strictly for the benefit of your Organization – in accordance with these ToU.

3.3. Infringement. If you think that the MIRA Platform, the Content or the provision of any Services infringe any copyright or other intellectual property rights, you may at all times contact us at transform.support@consultdss.com and we will investigate your request.

4. Undertakings of Users

4.1. Restrictions. You must at all times comply with these ToU and all laws and regulations applicable to the use of the MIRA Platform. Subject to mandatory law to the contrary and the ability to download a PDF version of the dashboards, you are not allowed to (i) copy, modify or create derivatives of any part or all of the MIRA Platform, Content and/or the Services; (ii) license, sell, rent, lease, transfer, assign, distribute, display, disclose, or otherwise commercially exploit, or otherwise make the MIRA Platform, Content and/or the Services or any part of their infrastructure available to any third party; (iii) attempt to copy, modify, duplicate, create derivative works from, frame, mirror, republish, download, display, transmit, or distribute all or any portion of the MIRA Platform or of its infrastructure, nor incorporate any Content into another application or medium; (iv) access the MIRA Platform's code, attempt to reverse compile, disassemble, reverse engineer or otherwise reduce to human-perceivable form all or any part of the MIRA Platform or its infrastructure; (v) and gather the email addresses or other Content available on the MIRA Platform for purposes of spamming or for any non-personal or commercial purposes. Furthermore, you must comply with any additional restrictions set forth by your Organization.

4.2. Representations and warranties of Users. You represent and warrant that your use of the MIRA Platform shall not (i) infringe, or cause a third party to infringe, any applicable law or regulation; (ii) infringe any intellectual property right, or other proprietary rights or right of publicity or privacy; (iii) be unlawful; (iv) include incomplete, false or inaccurate information about yourself, your Organization, or any information about any other individual, company or other legal entity; and (v) alter the MIRA Platform, or insert any malicious software into the MIRA Platform or its infrastructure

4.3. Indemnification. You must defend, hold harmless and indemnify us for any claim, demand, dispute, litigation, damage or loss (including reasonable attorney’s fees) against, or incurred by, us or another user or a third party arising out of your access to and use of the MIRA Platform and/or any infringement of the ToU.

5. Privacy and data protection

Our privacy policy is accessible at www.consultdss.com/about/privacy/ssi/mira-platform/.

6. Amendments, Suspension and Termination of Use

6.1. In General. We reserve the right, at any time, without having to provide any justification therefore, to modify or temporarily or permanently stop, or remove the MIRA Platform, any Content and/or any Service, with or without notice, without incurring any liability.

6.2. Updates and modifications. In order to improve the MIRA Platform, we reserve the right to introduce automatic updates and modifications into the MIRA Platform. All updates constitute an integral part of the MIRA Platform and these ToU apply to such updates.

6.3. Account. We may temporarily or permanently suspend, cancel or terminate your Account, any information relating therewith, and/or your access and/or use to all or part of the MIRA Platform, with or without notice and for any reason, including, without limitation, if you leave your Organization or if you breach these ToU, without incurring any liability. Depending on our agreement with your Organization, your Organization may be granted the possibility to directly exercise any or all of the above-mentioned rights directly.

7. No Warranties and Liability

7.1. In General. The MIRA Platform, Content and Services are provided to you “as is” and “as available”. To the maximum extent permitted by applicable law, we disclaim all warranties in connection therewith, whether express, implied or statutory, including any warranties of merchantability, fitness for a particular purpose, quiet enjoyment and non-infringement of third-party rights. In particular, we neither represent nor warrant that the MIRA Platform, Content and Services will meet your requirements, that the operation of the MIRA Platform will be uninterrupted or error-free, that the Content will be error-free, that any errors in will be corrected, that we will ensure continued compatibility of the MIRA Platform with any third-party products, even if they were compatible at any given moment that the MIRA Platform will always be available and remain available unchanged. The use of the MIRA Platform, Content and Services is entirely at your own risk, and we expressly disclaim any warranties regarding your use thereof and/or any decisions taken based on the insights gained from your use thereof.

7.2. Third-party content. The MIRA Platform may contain contents provided or maintained by third parties, or links to such contents. These links are provided solely as a convenience to the Users and not as an endorsement by us of such contents. We assume no responsibility or liability in relation therewith.

7.3. No liability. To the extent permitted by applicable law, we waive all liability for any direct, indirect, consequential or special losses or damages of any kind whatsoever, arising from, or in connection with, the access and use of the MIRA Platform, including authorized or unauthorized third party use of Accounts, or any reliance on any of the Content. Without prejudice to the generality of the foregoing, to the extent permitted under applicable law, we disclaim any liability for damages or losses, whether foreseen or foreseeable, or whether we have been advised of the risk thereof, related to the loss of use, interruption of business, loss of actual or anticipated profit, loss of revenue, loss of anticipated savings, loss of opportunity, loss of goodwill, loss of reputation, loss of, damage to or corruption of data, or any other indirect, special, incidental, exemplary, or consequential damages or losses of any kind, regardless of the form of action, whether in contract, tort, strict liability or otherwise.

8. Miscellaneous

8.1. Severability. If any provision of these ToU is or becomes invalid, unenforceable or non-binding, this shall not affect any other provision thereof. In such event, such invalid, unenforceable or non-binding provision shall nonetheless be enforced to the fullest extent permitted under applicable law, insofar as the invalid, unenforceable or non-binding provision shall be replaced by a valid, enforceable and binding provision reflecting to the greatest extent possible the intent of the original provision.

8.2. Governing Law. These ToU and the use of the MIRA Platform are governed by and construed in accordance with Swiss substantive law, without reference to its conflict of laws provisions.

8.3. Jurisdiction. Any dispute or difference arising out of or in relation to these ToU or the use of the MIRA Platform shall be subject to the exclusive jurisdiction of the ordinary courts of the Canton of Geneva, subject to the right of appeal to the Swiss Federal Tribunal.

9. Contact

For any questions regarding the MIRA Platform or the ToU, you may contact us at transform.support@consultdss.com.