1. Webaldic provides a service to identify coats of arms by matching an image submitted by the Customer with the records of its database of coats of arms and related information (the “Database”).
3. The Customer’s access to the Service depends on the type of his subscription. Access can be restricted by, for example, the amount of searches the Customer can perform in a certain period of time, or the availability of certain features of the Service.
Term and payments
4. The agreement is concluded with the Customer for renewable terms of one year with pre-payment of licence fees in accordance with the subscription type of the Customer. The agreement will be renewed automatically unless the Customer or Webaldic notifies the other party in writing one month prior to the end of the term.
5. Subscription fees will be invoiced in the first month of the term or prior to the term. If applicable, pay-per-use fees may be invoiced by Webaldic during the term. Invoices are payable within 15 days of the invoice date. If the Customer orders additional options in the course of a year, the fees will be invoiced upon activation of such options at a pro rata basis for the remainder of the year. Webaldic has the right to charge interests for overdue payments at a rate of 1% per started month and an administrative fee of 100 EUR per reminder (with a maximum of one reminder per month).
6. Webaldic has the right to adjust subscription fees. Such adjustments will be notified to the Customer by e-mail and will apply as from the next renewal of the Customer’s agreement. If the notification of price increases occurs in the last month of the applicable term of the Customer’s agreement, the Customer has an additional 2 weeks to notify his intent to terminate the agreement.
7. Webaldic has the right to terminate the Customer’s account without cause with one month prior notice. If such termination occurs during the term, Webaldic will proceed with pro rata reimbursement of the Customer’s licence fee within one month of termination.
User accounts and passwords
8. Access is provided to the Customer via user accounts that are, depending on the subscription type, either (1) personal to the Customer or, (2) for organisations, personal to employees and/or contractors of the Customer (“End-Users”). Organisations with multiple End-Users will provide Webaldic with a list of End-Users in its organisation that require an account, including the first and last name of the End-User and the End-User’s e-mail address. The Customer may be requested to designate one End-User that will manage the Customer’s account via the administrator account (the “Administrator Account”). All other End-Users will be provided a login and a password for a regular user account (the “User Accounts”). The Customer warrants and represent that Webaldic has the right to use and process the End-Users’ name and e-mail address for the purpose of creating a User Account.
10. User Accounts and the Administrator Account are personal to the End-User. The Customer will not, and will cause End-Users not to, provide access to the Database to individuals that are not End-Users with an account. The Customer will inform Webaldic if a new account must be created for an End-User. The Customer will inform Webaldic in writing if an individual leaves the Customer’s organisation. Webaldic will delete such users’ accounts. If the Customer does not inform Webaldic, continued use of such user’s account after he or she has left the Customer’s organization will be subject to fees paid by the Customer.
11. Webaldic has the right to terminate the agreement with the Customer if the Administrator Account or a User Account are used by unauthorized individuals outside of the Customer’s organisation. The Customer will notify Webaldic in writing if he has knowledge of, or reasons to assume, access to User Accounts within his account by unauthorized third parties. The Customer authorizes Webaldic to monitor the use of the Database by means of technical tools.
Intellectual property rights
12. The Customer acknowledges Webaldic’s ownership of the Database and all and any rights in relation thereto, including all rights to (without limitation) the arrangement of information, the software as well as the underlying parameters and algorithms used to sort that information.
13. The Customer accepts and acknowledges that Webaldic has expended and continues to expend substantial efforts and investments in obtaining, verifying, sorting and presenting the coats of arms in the Database. The Customer acknowledges that the Database is an original compilation of the coats of arms. The Customer acknowledges that the way the coats of arms are compiled, organized and arranged is a trade secret of Webaldic.
15. Webaldic respects the intellectual property rights of others. If the Customer holds the view that the the Webaldic service or the Database (in whole or in part) infringes the intellectual property rights of the Customer or of third parties, the Customer will notify Webaldic in writing. Webaldic will examine any such notification and take any such action it deems appropriate to remedy the situation.
16. The Customer is allowed to perform searches on the Database via the web interface for use permitted under his subscription. Commercial use will only be permitted under subscriptions allowing such use. Commercial use means any use of the Service for direct or indirect commercial gain (e.g. use to identify a coat of arms on a product prior to sale or auctioning of a product).
17. No searches may be performed on the Database that are not initiated by a single request made by an End-User via the web interface with human intervention. The Customer and the End-Users will refrain from, without limitation, reproducing, making available, decompiling, modifying, scraping of the Database or a substantial part thereof. The Customer and End-Users may not subject the Database to software tools to extract or analyze data, including tools for scraping, crawling, grabbing, machine learning, data mining and artificial intelligence, except as permitted by mandatory law. In any case, Webaldic does not allow scraping or data mining for commercial purposes or for the purpose of developing a competing service. Webaldic may include markers in the Database. These markers may include ghost entries in the Database and markers embedded in Database entries. The Customer will immediately notify Webaldic in writing of any event or action that causes or may cause unauthorized access, disclosure or publication of the Database, or parts thereof. The Customer will provide appropriate assistance to actions directed to stopping further dissemination or disclosure.
Availability and liability
19. Webaldic will use reasonable efforts to maintain the availability of the Database to the Customer and the End-users but Webaldic does not guarantee 100% availability. The Customer acknowledges and accepts that the availability of the Service is subject to the availability of third party services and products (including web hosting) and that, in result, the availability may be dependent on events and services beyond Webaldic’s control. Temporary downtime of the Database for technical or maintenance reasons will not be considered a breach of Webaldic’s obligations under this agreement.
20. Webaldic may update, upgrade or otherwise modify the Database and the Service to improve its services, without prior notice to the Customer and End-Users. Webaldic will exert best efforts to repair bugs or other deficiencies in its services but it provides no remedies or warranties in this respect.
21. Webaldic collects and compiles the contents in the Database with care. However, the Database is provided on an “as is” basis, without any warranties regarding the accuracy or completeness of the information, fitness for any particular purpose or warranty in terms of availability. Except in case of fraud or intentional fault or negligence, Webaldic disclaims all and any liability for its services and the consequences of access to and use, misuse or interpretation of the Database and the information contained therein, to the maximum extent permitted by law. In particular, the Customer accepts (1) that heraldry is based on historic sources and image matching may not be perfect and (2) that although Webaldic exerts substantial efforts to regularly add to its collection, the Database cannot include all and any coat of arms. It is the Customer’s sole responsibility to independently verify any information obtained via the Service, prior to relying on such information for sales or other purposes.
The Customer represents that all End-Users accept the Privacy Statement of Webaldic
25. Webaldic may terminate the Customer’s agreement with immediate effect in the event that the Customer uses the Service for use other than as permitted under Sections 10, 16, 17 or 18 of these terms. Such use includes, without limitation, commercial use not permitted under the Customer’s subscription type, use by unauthorized individuals, and automated searches that are not permitted by mandatory law (including scraping).
26. The Customer authorizes Webaldic to use the Customer’s name, trade name and/or trade mark as a ‘use case’ to advertise its services on its website or otherwise.