ChemiSphere is a Software offering for mobile and desktop
devices as app and web application. ChemiSphere is provided
and operated by Merck KGaA, Frankfurter Strasse 250, 64293
Darmstadt, Germany, email: chemisphere@merckgroup.com ("we",
"us", "our")
Scope
These terms of use for ChemiSphere ("Terms of Use")
apply between Merck and the user, irrespective of
whether the user has registered in accordance with Sec.
3 below.
Relevant are the Terms of Use applicable at the time the
agreement on the use in ChemiSphere is concluded.
All agreements between Merck and the user are concluded
in English language.
Use of ChemiSphere
ChemiSphere is not directed to any person in any
jurisdiction where (by reason of that persons
nationality, residence or otherwise) the publication or
availability of the Application is prohibited. Persons
in respect of whom such prohibitions apply must not
access the Application.
ChemiSphere is provided exclusively for business use. You may access or use ChemiSphere only in your capacity as an authorized representative of a business (e.g., company, partnership, sole proprietorship). By using ChemiSphere, you represent and warrant that (a) you are acting on behalf of that business, (b) you have authority to bind the business or otherwise use the App for its benefit, and (c) your use is solely for the business’s commercial, professional, or internal purposes. Consumer use (personal, family, or household) is prohibited.
ChemiSphere only works with the Life Science brands of
Merck KGaA and its affiliates. The use with third party
products can lead to incorrect data or errors.
ChemiSphere is not intended to be used in regulated
environments that are subject to regulation such as 21
CFR Parts 58, 210 & 211.
Registration and Sign in
To use ChemiSphere an account is necessary. The creation
of an account is possible via the Application.
For registration a valid username, password and name
must be entered. For information regarding the related
data collected and the processing thereof please refer
to our Data Privacy Declaration. You represent that all
such information provided to us is accurate and that you
are the individual identified in such information.
We reserve the right to reject the registration of a
user if there is reason to assume that he/she will not
act in accordance with these Terms of Use.
You agree (a) to maintain the confidentiality of your
username and password / other means of authentication,
and (b) that you are fully responsible for any and all
activities that occur under your username. You further
agree to immediately notify us of any unauthorized use
of your password or account or any other breach of
security. Without limiting any other provisions of these
Terms of Use, we will not be liable for any loss or
damage arising from your failure to comply herewith, and
you agree that we will not be liable for any loss that
you may incur as a result of someone else using your
username, either with or without your knowledge.
You agree not to use anyone else's account at any time.
Failure to comply with these Terms of Service can lead
to the deactivation of your account upon reasonable
notice
Deletion of accounts
You can delete your existing account from the Settings
page in the application.
The application will prevent deletion if through the
deletion resources that are managed by you become
unavailable to other users that remain on the
application. You will be prompted to manually delete
such resources or to configure a successor. In case
resources are maintained by other users the records will
be redacted to not contain personal information related
to your account.
Signed-off users can sign-in again following the same
sign-in process as described above. The data of the
former account are not and cannot be transferred to the
current account.
Testing Versions
ChemiSphere is continuously developed based on user
feedback. Versions published for testing purposes are
labelled as such and primarily intended for gathering
user feedback ("Testing Versions / QA "). Testing
Versions may not have the full scope of functionality
the former or next released version had. The Testing
Versions may also contain bugs or not fully implemented
features.
We do not take the responsibility for any direct or
indirect or unforeseeable damages, losses or other
detrimental consequences resulting from the use of
Testing Versions.
We do not guarantee the transfer of the data gathered in
the testing version to a release version.
Fees
We do not charge any fees for the registration to and
use of ChemiSphere at this point.
We reserve the right to change the pricing of
ChemiSphere or features of ChemiSphere in the future.
Warranty Rights, Liability and Backup
The information and opinions contained in ChemiSphere,
including hyperlinks or references to other sites, are
provided "as is" without any warranty of any kind,
either expressed or implied, to the fullest extent
permissible pursuant to applicable law. We do not
warrant the adequacy, accuracy, reliability or
completeness of any information on the ChemiSphere Apps
and expressly disclaim any liability for errors or
omissions therein and any fitness for purpose therein.
We further assume no responsibility for, and make no
warranties that, functions contained in the CheiSphere
will be uninterrupted or error-free, that defects will
be corrected, or that the Apps or the servers that make
it available will be free of viruses or other harmful
components.
ChemiSphere may contain bugs that could affect the
results and other data as well as the functionality of
the software. The user cannot claim financial
compensation payment or other compensation in those
cases. The user can notify us of bugs using the feedback
options in the app. Resolving the bugs is at the sole
discretion of us and no guarantee for remedy or response
time is given.
The functionality for product verfication enabled by M-Trust is
subject to the terms of the M-Trust™ platform. The indication of authenticity given by this
functionality is not a guarantee the product has not been
physically altered, damaged or improperly stored.
ChemiSphere may not be available due to technical
reasons, such as rollout of new versions, maintenance
operations, server shutdown, etc. In those cases, the
user cannot work with the application and data is not
synchronized between the users devices and ChemiSphere.
We shall not be responsible for any consequences, such
as data loss or damage resulting from these events. We
do not guarantee a specific availability of ChemiSphere
in any way, e.g. period in hours or a percentage of
annual availability.
Our liability for defects in quality and title with
regard to ChemiSphere shall be limited to liability for
fraudulently concealed defects.
In addition to that, we shall only be liable for
intentional or gross negligence. This shall not apply to
any mandatory statutory liability, in particular to
liability under the German Product Liability Act
(Produkthaftungsgesetz).
The user shall take adequate measures to avert and
reduce damages. In particular, the user must regularly
create backup copies of data processed within
ChemiSphere. Non-compliance with these obligations is
deemed as contributory responsibility.
Intellectual Property Rights
The entire content of ChemiSphere is the property of
Merck KGaA, Darmstadt, Germany, its direct or indirect
subsidiaries (hereinafter referred to collectively as
"Merck Group") or third parties and is protected by
applicable copyright law with all rights reserved. All
rights in the application and arrangement are owned by
the Merck Group and its licensors. The user must not
sell, distribute, publish, broadcast, circulate or
commercially exploit ChemiSphere information in any
manner without our express written consent. Any
downloading or otherwise copying from the application
will not transfer title to any software or material to
the user. The user may not reproduce (in whole or part),
transmit (by electronic means or otherwise), modify,
display, redeliver, license, link or otherwise use the
applications or any of their content for any public or
commercial purpose without our prior written consent.
Nothing in these Terms of Use and nothing in the
application shall be construed as granting a license or
right to use any image, trademark, service mark or logo,
all of which are the property of Merck Group. Merck
Group reserves all rights with respect to its
proprietary information or material in ChemiSphere and
will enforce such rights to the full extent of
applicable copyright and trademark law.
Data Protection
We abide by our Data Privacy Declaration.
Term, Termination
In case the user registers in ChemiSphere, the agreement
of use commences with the users registration and has an
unlimited term. The agreement can be terminated by
either party with a notice period of 2 weeks to the end
of a calendar month. Either partys right for termination
for good cause remains unaffected.
If a user asks for deletion of his/her account or
his/her profile this will be deemed a termination
declaration with regard to the use of ChemiSphere. In
case of a termination the registration including the
user profile will be extinguished and the user looses
the right to use ChemiSphere.
We reserve the right to temporarily or permanently block
and/or revoke the users access in case of violations of
these Terms of Use without providing reasons and to
terminate the agreement of use for cause. The latter
applies in particular if the user
provides wrong details at registration, and/or
discloses access data, in particular the password,
without being authorized to do so.
Changes to application the Terms of Use
Newer versions of ChemiSphere may no longer provide the
full functions from the former versions. we reserve the
rights to change, add, delete new functions at any time
without notice.
We expressively reserve the right to make changes to the
Terms of Use. Any registered user will be notified by us
about any changes to these via the application. We will
expressly notify the user about the right to object and
the consequences of being silent. Relevant for the
timeliness of the objection is the date on which it is
received by us.
If the user object, we reserve the right to terminate
the agreement in accordance with Sec. 10.3 above. In
such case the user must immediately stop using
ChemiSphere.
Miscellaneous
The agreement of use, including these Terms of Use, is
the entire agreement of the parties with respect to the
subject matter of the agreement of use and supersedes
all prior agreements, written or oral, between the
parties with respect to the subject matter of this
agreement of use.
Deviating, conflicting or supplementing terms and
conditions of the user shall not become part of the
agreement unless explicitly accepted by us in writing.
Our mere knowledge of the users terms and conditions
does not make them part of the agreement.
Any amendments and additions to the agreement of use as
well as notifications necessary for its execution
require text form to be effective. The text form
requirement can only be overruled in text form.
Applicable Law and Jurisdiction
German law shall apply; With exclusion of the United
Nations Convention on Contracts for the International
Sale of Goods (CISG)..
Provided the user is a merchant, a legal person under
public law or a special fund under public law, the
exclusive place of jurisdiction for all disputes arising
from or in connection with this agreement shall be
Frankfurt am Main, Germany. The same applies if the
place of general jurisdiction of the user is not in
Germany or the users residence or habitual domicile is
moved abroad after the agreement is concluded or his
residence or habitual domicile is unknown when
proceedings are instituted. Arbitration proceedings are
excluded.
If one of the provisions of these Terms of Use or any
provision in other agreements should be or become
invalid, this shall not affect the validity of all other
provisions or agreements.
Customer Service / Complaints
Users may use the contact details set out in the
Preamble above in case of questions or complaints.
Beyond that, we are not obligated to participate in
alternative dispute resolution procedures before an
alternative dispute resolution entity for consumers.