SERVICE AND LICENSE AGREEMENT
 
 
1 BACKGROUND
 
The Customer is willing to obtain access to the Service offered by PTStudio. PTStudio is willing to provide such access rights to the
Customer to subject the terms and conditions of this Agreement.
 
2 DEFINITIONS
 
"Customer" shall mean a person or a company that has purchased the PTStudio license or a number of PTStudio licenses for User(s).
 
“User” shall mean an identified person to whom the license is registered. You shall have only one user per one license.
 
“Intellectual Property Rights” shall mean copyrights and other similar rights and related rights (including database and catalogue rights), patents, utiliy models, trade marks, trade secrets, and know-how.
 
“Materials” shall mean the selection of materials available for the Customer in the Service.
 
“Service” shall mean the web-based service that PTStudio provides to allow Users to prepare training instructions for their clients.
 
3 ACCESS TO THE SERVICE
 
PTStudio grants to the Customer on and subject to the terms and conditions of this Agreement a limited, non-exclusive, non-transferable right to allow the Users to access the Service and to use the Service.
 
For avoidance of doubt, only identified Users to whom the license is registered shall be allowed to access and use the Service.
The rights granted herein shall not allow the Customer to allow its own clients to access or use the Service.
 
Each User will be granted its own user ID and password.
 
Customer has no right to sub-license, assign or transfer the rights granted to the Customer in this Agreement.
 
4 AVAILABILITY OF THE SERVICE
 
The Customer shall be responsible for acquiring of all equipment, software and data connections necessary to access the Service.
 
PTStudio aims to provide the Service on a continuous basis. PTStudio does not warrant the continued availability of the Service and it shall not be liable to compensate the Customer any downtime of the Service.
 
PTStudio has the right to interrupt the provision of the Service temporarily for maintenance of the Service. PTStudio strives to restrict
and schedule the interruptions so that they do not cause unreasonable inconvenience to the User ́s or Customer’s activities.
 
5 CHANGES TO THE SERVICE
 
PTStudio may, from time to time, under its sole discretion, modify and update the Service provided that such changes do not materially change the functionality of the software or the Service.
 
6 RESPONSIBILITIES OF THE CUSTOMER
 
The Customer and the User shall be responsible for maintaining the secrecy and security of the Users’ IDs and passwords. The Customer and the User are fully responsible for all activities, transactions and other operations which are made through the
Service by using the User IDs and passwords provided by PTStudio.
 
The Customer acknowledges that the Service is intended for assisting professional physiotherapist, other health professionals and professionals in fitness and sport industry in providing advice to their clients and is not intended to be used by non-competent persons. The Customer and the User acknowledges that it shall be solely responsible for any such advice,
instructions or consultancy it provides to its clients, and in no case shall PTStudio be liable for error in such advice or for any damage
incurred by Customer’s or User ́s client in any situations. The Customer shall indemnify and hold PTStudio liable for any such claims.
 
7 PRICES, FEES AND TERMS OF PAYMENT
 
The Customer shall pay an annual fee as agreed by the parties for the Service. PTStudio shall have the right to change any fee set out in this Agreement by notifying the Customer in writing at least thirty (30) days before the change taking effect.
 
All prices and fees in this Agreement are stated inclusive of income taxes, value-added taxes (VAT), sales or use taxes, duties and other charges by authorities when agreement is with a person client in European Union or with Finnish corporate client. If the agreement with PTStudio is with corporate client outside Finland or a person client outside European Unionall prices and fees in this
Agreement will be stated exclusive of income taxes, value-added taxes (VAT), sales or use taxes, duties and other charges by authorities.
 
Any and all payments based on this agreement shall be in Euros, if not specifically stated otherwise. Interest shall be chargeable on any amounts overdue at the rate of fifteen (15) percent per annum.


8 SPONSORED PTSTUDIO

Sponsored version of PTStudio is free of charge for unlimited time. The Sponsor is justified to use customer ́s registration information.


9 INTELLECTUAL PROPERTY RIGHTS
 
All copyrights in and other Intellectual Property Rights to the Service and to the Materials are and shall at all times remain the sole and
exclusive property of PTStudio. The Customer acknowledges that the development of the Materials has required substantial investment and work by PTStudio and the Materials forms the most valuable asset of PTStudio.
 
The Customer is granted a non-transferable license to download, print out and distribute individual copies of the Material for their own clients for the client’s own personal use. No other license to the Material is granted. The Materials may not be published or made available to the public in any way. The Material may not be used for any other purpose than for assisting individual or group of customers. For example, the Materials may not be utilised for training (whether external or internal), developing Customer’s own manuals or set of instructions for future reference.
 
The Customer shall retain the logos, trade names and trade marks affixed to the Material from time to time.
 
10 NO WARRANTIES
 
No warranty is given that the functions contained in the Service will meet Customer’s or User ́s requirements or the expectations of the clients of the Customer or User.
 
11 LIMITATION OF LIABILITY
 
The Parties shall not be liable for any indirect, special or consequential damages resulting from this Agreement. In no event shall PTStudio’s liability arising under this Agreement exceed the fees paid by the Customer hereunder in the previous twelve (12) month period.
 
12 CONTRACT CHANGES
 
PTStudio is entitled to change the terms of the agreements by notifying the Customer thereof with a notice period of thirty (30) days. The notification can be made by making the new terms available for the Customer . In case the Customer does not accept the new terms, the Customer has a right to terminate the agreement as set out in section 13.
 
13 TERM AND TERMINATION
 
This Agreement shall be in force for twelve (12) months’ contractual terms at the time, and shall not be renewed automatically.
Either party is entitled to terminate this agreement with immediate effect in case the other party is in material breach of the Agreement which remains unremedied (if remediable) for a period of 14 days from a notice served by the non-breaching party to the other party.
 
14 REFERENCE USE
 
The Customer agrees that PTStudio may use the Customer’s name in its public relations material and any other marketing material and PTStudio is justified to send email to it ́s customers.
 
15 DISPUTE RESOLUTION
 
Any dispute, controversy or claim arising out of or relating to this Agreement or any breach, termination or invalidity thereof shall be
settled in the district court of Helsinki. This Agreement shall be governed by the laws of Finland

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PRIVACY STATEMENT 

1. Controller

PTStudio Oy
Business ID: 2243198-7
Vänrikki  Stoolinkatu  1 D 35
00100 Helsinki
FINLAND


2. The contact person

Arttu Suokas
Sysimiehenpolku 25 D 19
00670 Helsinki
FINLAND
arttu.suokas@ptstudio.fi


3. Name of the register

PTStudio, User register


4. The purpose for the use of a register

The purpose for the use of a register is to handle the information of the users of the  PTStudio software.


5. Content of the register

Name
Address
Telephone number
E-mail addresses
Occupation
Date of birth.
Business information


6. Regular sources of information

Only information received from and disclosed by the PT Studio user with his/her sole consent is to be handled.


7. Regular destinations of disclosed data and whether the data is transferred to countries outside the European Union or the European Economic Area

The information received is used by PTStudio Oy. The information is not transferred outside the EU.
   

8. The principles how the data file/register is secured

A. Manual register (place of storage and the methods of protection)
Data will be kept protected in accordance to normal business practices.

B. Data register/ADP register
Data will be protected in accordance to industry normal security standards.

   
9. Right of access

Upon request to the contact person mentioned above, every data subject has the right of access, after having supplied sufficient search criteria, to the data on him/her in a personal data file, or to a notice that the file contains no such data in accordance with the Personal Data Act of Finland (523/1999).


10. Rectification
Upon the request to the contact person mentioned above, every data subject has the right to request to erase or supplement personal data contained in its personal data file and erroneous, unnecessary, incomplete or obsolete as regards the purpose of the processing in accordance with the Personal Data Act of Finland (523/1999)

Edited 5.6.2012