ONE-KEY™ App and Inventory Management Platform Website
Terms and Conditions
Table of Content
- Subject Matter
- No Remuneration
- ONE-KEY™ App Functionality
- Usage Rights
- Your Obligations
- Data Protection
- Claims in Case of Defects / Warranty
- Limitation of Liability
- Your Indemnification Obligation
1. Subject Matter
1.1 Subject Matter of this Agreement.
These “ONE-KEY™ App Terms and Conditions” (“Agreement”) govern the legal relationship between Milwaukee Electric Tool Corporation (“We” “Us” “Our”) and users of the “ONE-KEY™” mobile app (“You” / “Your”) in relation to the provision and use of the “ONE-KEY™” mobile Application (“ONE-KEY™ App”) and/or the Inventory Management Platform website (“Inventory Management Platform”) including any future updates of the ONE-KEY™ App and Inventory Management Platform.
1.2 Conclusion of this Agreement.
You enter into this Agreement with Us by accepting this Agreement upon registration for a ONE-KEY™ Account.
1.3 Accessibility of Agreement.
You can access and download the text of this Agreement online at http://uk.milwaukeetool.eu/one-key/terms-and-conditions/.
2. No Remuneration
2.1 No Charges.
We provide the ONE-KEY™ App and the Inventory Management Platform both in the current versions to You free of charge.
2.2 Telecommunication Costs.
The use of certain functions of the ONE-KEY™ App requires an internet connection of the device (e.g. smartphone) on which the ONE-KEY™ App is installed (“Device”). This may cause costs for data traffic according to Your agreement with Your network operator. Such costs are to be borne by You.
3. ONE-KEY™ App Functionality
The ONE-KEY™ App provides functions for tool control (see clause 3.2), inventory management (see clause 3.3) and tool reporting (see clause 3.4) in connection with certain MILWAUKEE™ tools and equipment that is ONE-KEY™ ready (“ONE-KEY™ Tool”) .
3.2 Tool Control.
The ONE-KEY™ App allows to set certain parameters in ONE-KEY™ Tools, e.g. the speed or torque of a drill. Commands are sent by the Device to the ONE-KEY™ Tool via a wireless Bluetooth connection. Please refer to the manual of Your tool to find out if and to what extent it can be used in connection with the ONE-KEY™ App. The tool control functionality of the ONE-KEY™ App can be used as a stand-alone function, i.e. without using the inventory management function or tool reporting.
3.3 Inventory Management System:
The ONE-KEY™ App and Inventory Management Platform contain inventory management functions (i) to create an inventory of ONE-KEY™ Tools and third party tools, and (ii) to gather and manage information about the usage of such tools and to create respective reports. These functions are provided by the ONE-KEY™ App, however certain functions may only be available in connection with the Inventory Management Platform. If You use the inventory management functions, the ONE-KEY™ App will automatically collect from registered ONE-KEY™ Tools certain data (e.g. serial number, use history) via Bluetooth, store such data and send it via an internet connection of the Device (if available) to the server of the Inventory Management Platform (“ONE-KEY™ Server”).
We reserve the right to cancel the connectivity of the ONE-KEY™ App to the ONE-KEY™ Server at any time and do not owe a specific availability of the ONE-KEY™ Server.
3.4 Tool Reporting.
The ONE-KEY™ App can gather information about the ONE-KEY™ Tool and its usage (“Tool Data”), provide respective reports (as the case may be in connection with the Inventory Management Platform) and notification about recommended maintenance.
3.5 Online Registration.
3.6 System Requirements.
In order to use the ONE-KEY™ App Your Device must fulfill certain hard and software requirements (e.g. version of operating system, etc.).
We may provide from time to time updates of the ONE-KEY™ App which may also include bug-fixes. It may also be necessary to install an update in order to ensure interoperability of the ONE-KEY™ App with future versions of the Inventory Management Platform or future ONE-KEY™ Tools. We therefore strongly recommend installing updates. This Agreement does not create an obligation of Us to provide any updates or updates with a specific functionality. Your statutory rights remain unaffected.
3.8 Access to Third Party Websites, Content and Services.
To the extent the ONE-KEY™ App gives You access to third party websites, content and services (“Third Party Services”) such Third Party Services are subject to the respective privacy policies and terms of conditions of the third parties.
4. Usage Rights
4.1 Right to Use.
We grant You free of charge the non-exclusive (simple), non-transferable and non-sublicenseable, worldwide and perpetual right to operate the ONE-KEY™ App on Your Device and use it for Your own business purposes.
4.2 Modification and Decompilation.
You will not translate, adapt, rearrange or otherwise modify the ONE-KEY™ App. You are, however, entitled to decompile or otherwise reverse engineer the ONE-KEY™ App, but only to the extent permitted under Section 69e German Copyright Act [Urhebergesetz] and only if We have not provided You within reasonable time upon Your written request with data and/or information required to ensure the interoperability of the ONE-KEY™ App with other software.
4.3 No Provision to Third Parties.
You will not rent, lease, lend, sell, sublicense, assign, distribute, publish, transfer or otherwise make available the ONE-KEY™ App or parts of it, to any third party, including by making the ONE-KEY™ App available on a network where it is capable of being accessed by more than one device at any time.
4.4 No Rights in Source Code.
You are not granted any rights in the source code of the ONE-KEY™ App.
4.5 Reservation of Rights.
Unless explicitly set forth otherwise in this Agreement, all rights in the ONE-KEY™ App, in particular the copyright and the right to and on inventions and other intellectual property rights, remain as between You and Us exclusively with Us.
To the extent that You make ideas and suggestions on the ONE-KEY™ App, We are entitled to use them free of charge for purposes of developing, improving and selling our products and services.
5. Your Obligations
5.1 Use of Tool Data.
You will use information provided by the ONE-KEY™ App about the ONE-KEY™ Tool or its use (e.g. crimp reports) (“Tool Data”) for general information purposes only. You will verify the accuracy of the Tool Data in situations where inaccurate Tool Data would cause financial damages or cause damages to the life, body or health of a person.
Before using the ONE-KEY™ App You will read the user manual provided by Us, in particular security notices. You will use the ONE-KEY™ App strictly in compliance with such information.
5.3 Lawful Use.
You will use the ONE-KEY™ App in compliance with any applicable laws and regulations. By using the ONE-KEY™ App You may not violate any third party rights (e.g. industrial property rights, copyrights, personality rights or property).
5.4 Data Protection.
5.5 Account Credentials.
You will keep confidential Your ONE-KEY™ Account credentials and not provide Your password to others or let others use or give others access to Your ONE-KEY™ Account.
5.6 Use with ONE-KEY™ Tools.
You will use the ONE-KEY™ App solely in connection with Our ONE-KEY™ Tools and Inventory Management Platform. Your right to manage third party tools with the Inventory Management System remains unaffected. You will not use with ONE-KEY™ App in connection with ONE-KEY™ Tools of third parties, unless the authorized owner of the ONE-KEY™ Tool has given You permission.
5.7 Sale, Lease, Transfer.
You may not sell, lease or otherwise make available the ONE-KEY™ App to third parties.
6. Data Protection
6.2 Marketing communications.
If You collect, process or use personal data of others with the ONE-KEY™ App (e.g. use of ONE-KEY™ Tools by Your employees), it is Your responsibility to comply with applicable data protection laws and regulations on the protection of personal data (as set out in more detail at clause 5.4).
7. Claims in Case of Defects / Warranty
7.1 Exclusion of Liability.
Any and all claims (including for rectification) in case of material defects and defects of title of the ONE-KEY™ App (“Defects”), particularly warranty for the accuracy, absence of errors, absence of third-party protection rights and copyrights, completeness and/or usability, are excluded, except in cases of a fraudulent concealment of a Defect (see sections 523 and 524 of the German Civil Code - “BGB”).
7.2 Damage Claims.
You have no damage claims due to Defects of the ONE-KEY™ App, except We have fraudulently concealed the Defect (see sections 523 and 524 of the German Civil Code - “BGB”).
8. Limitation of Liability
Our liability for Defects of the ONE-KEY™ App is limited according to section 7 of this Agreement. Otherwise our liability is limited according to this section 8.
8.2 Limitation in Certain Cases.
We are liable for damages if they
a) have been caused due to Our intent or gross negligence; or
b) have been caused by Our slight negligence and a material breach of obligations, which endangers the achievement of the objective of this Agreement or have been caused due to failure to comply with obligations, the very fulfillment of which is an essential prerequisite for the proper performance of this Agreement and on the observance of which You may rely (essential obligations).
Any further liability of Us is excluded, irrespective of its legal basis, unless We are liable for damages to the life, body or health of a person, due to the explicit assumption of a guarantee of quality, fraudulently concealed defects or due to claims under the German Product Liability Act.
8.3 Limitation of the Amount of Liability.
In case of clause 8.2.b) (slight negligent violation of essential obligations) Our liability is limited to the amount of a typical foreseeable damage for such type of agreement.
8.4 Further Limitation.
With regard to the provision of the ONE-KEY™ App free of charge, Our liability is further limited to damages caused by Our intent and gross negligence and liability for damages caused by slight negligence is excluded, as set out in section 521 BGB.
8.5 Employees and Statutory Representatives.
The limitations of liability in this Agreement also apply to Your claims against Our employees and statutory representatives.
9. Your Indemnification Obligation
9.1 Indemnification Obligation.
If third parties (including public authorities) raise claims against Us or assert infringements of their rights, based on the allegation that You have violated this Agreement, in particular clause 5 of this Agreement, the following applies: You will immediately indemnify Us from such claims losses, costs, fines or damages suffered or incurred by Us, support Us reasonably in Our legal defense and indemnify Us from any costs for such defense (including attorney fees).
9.2 Prerequisites for the Indemnification Obligation.
The obligation to indemnify according to clause 9.1 of this Agreement requires that We inform You immediately in writing of any such claims made, do not make any acknowledgements or equivalent declarations and allow You - at Your expense - to conduct all judicial and extrajudicial proceedings and/or negotiations regarding the claims, if and to the extent permissibly by applicable law. If We do not fulfill these requirements Your indemnification obligation is reduced accordingly. Our statutory claims (e.g. for damages) remain unaffected.
This section 9 does not apply if You are a natural person who enters into this Agreement for purposes, which predominantly can be attributed neither to Your commercial nor Your independent professional occupation (see section 13 BGB) (“Consumer”).
10.1 Applicable Law.
This Agreement is exclusively governed by and construed in accordance with the laws of the State of Wisconsin, United States under exclusion of the UN Convention on the International Sale of Goods (CISG). If You are a Consumer the previous choice of law clause only applies to the extent that it does not deprive You of applicable mandatory consumer protection laws of the country in which You are ordinarily resident at the time of installing the ONE-KEY™ App.
Terms in this Agreement shall be construed in accordance with the concept of German law.
10.3 Place of jurisdiction.
If You are a merchant, the exclusive place of jurisdiction is Our place of establishment; we remain, however, entitled to sue You at Your registered office.
In case individual provisions of this Agreement are or become ineffective, this does not affect the effectiveness of the remaining provisions.
Version: 1 May 2018