Glue and the Supplier has entered into an InHome Distributor Agreement regarding the distribution of Glue's InHome delivery service. These Terms are applicable for the Courier Application provided by Glue. Where applicable, the terms of the InHome Distributor Agreement shall apply to these Terms.
1. Definitions
In these Terms, words, terms and phrases have the same meaning as in the InHome Distributor Agreement. In addition, the following words, terms and phrases have the following meaning:
"Terms" shall mean these terms and conditions, including any appendices;
"Courier Application" means the Courier Application for mobile devices provided in accordance with these Terms, described in Appendix 1, Description of the Services;
"Courier" mean a unique user of the Courier Application;
2. Glue's obligations
Glue shall provide the Courier Application in accordance with these Terms and ensure that the Courier Applications operates in accordance with Appendix 1.
3. Use of the Courier Application
3.1 Each Courier may access the Courier Application via a link in the Supplier's courier application. Each link is unique to a specific shipment, i.e. a parcel to be delivered to a specific Customer.
3.2 The use of the Courier Application is free of charge for the Courier.
Supplier's obligations
The Supplier undertakes to ensure that each Courier employed or otherwise hired by the supplier
3.3.1 strive to complete the delivery with care;
3.3.2 make any reasonable effort to deliver InHome, i.e. not leave the parcel outside;
3.3.3 make any reasonable effort to avoid harm to him or herself;
3.3.4 make any reasonable effort to avoid damage to the Customer's property or any other kind of damage, e.g. accidentally letting a pet out.
3.4 The Supplier and the Courier shall only use the Courier Application in accordance with the purpose of the Courier Application as described in Appendix 1. For example, when using the Courier Application, the Courier shall
3.4.1 ensure that there is nothing blocking the camera;
3.4.2 take action not to video record more of the end user's home than what is necessary to perform the delivery; and
3.4.3 record the correct status of the delivery, such as Complete or Failed, and provide the relevant reason selection, e.g. "pet present".
3.5 The Supplier and the Courier shall not in any way abuse or misuse the Courier Application. For example, when using the Courier Application, the Courier shall not
3.5.1 save, duplicate or in any way spread the video recording by other means than what is provided for in the Courier Application and is compliant with the purpose of the Courier Application.
3.6 The Supplier undertakes to ensure that all Couriers employed or otherwise hired by the Supplier have the required knowledge of Glue's business and services and have taken part in training sessions.
3.7 The Supplier shall at all times adhere to any and all applicable laws, regulations and rules in relation to the Supplier's and Courier's use of the Courier Application.
4. Access to the Distributor Application
4.1 Glue intends that the Courier Application shall be available for the Supplier and the Courier 24 hours every day of the year. However, Glue reserves the right to, at any time and without previous notice, discontinue the Supplier's and Courier's access to the Courier Application in order to perform maintenance and to protect the Courier Application from unauthorized attacks or to take other measures that are required for technical, operational and safety reasons. Glue shall, when possible and to a reasonable extent, inform the Supplier of any such actions from Glue.
4.2 The Supplier is not entitled to any damages, including but not limited to, loss of profit, which may follow a discontinuation of the access to the Courier Application.
5. Support and maintenance
5.1 Glue is continuously developing and updating the Courier Application. If Glue performs a significant update to the Courier Application, Glue will inform the Supplier before the update is performed, including information regarding how long the access to the Courier Application will be disrupted (if at all) due to the update.
5.2 Glue provides support to the Supplier and the Courier. The support may assist on simpler questions regarding the use of the Courier Application and report any errors or deficiencies that are discovered in connection with the use of the Courier Application. If the support is not able to solve an issue, the issue will be escalated within Glue. Glue strives to handle these issues without undue delay, however, Glue does not undertake to provide a solution to the issue within any given time.
6. Intellectual property
6.1 All intellectual property owned by Glue, including but not limited to any trademark, tradename, copy right, including source code, software license and patent shall continuously be owned by Glue and may not be used by the Supplier or Courier in any other way than expressly approved by Glue in writing. The Courier's use of the Courier Application does not in any way entail a transfer of intellectual property rights to the Supplier or the Courier.
6.2 Any and all intellectual property rights created or discovered as a result of the use of the Courier Application shall be owned by, or transferred to, Glue.
6.3 Glue grants the Supplier a non-exclusive non-transferable, non-sub licensable and limited license to use the Courier Application for its intended purpose and in accordance with these Terms. The Supplier may not use the Courier Application (i) for any fraudulent or otherwise illegal purpose, (ii) in a way intended to interfere with the operation of the Courier Application, (iii) to decompile, reverse engineer, disassemble, attempt to derive the source code of, modify, or create derivative works of the Courier Application, any updates, or any part thereof, (iv) to copy, reproduce, sell or otherwise exploit the Courier Application or its contents, (v) to remove any copyright, trademark or other proprietary notices from the Courier Application or materials contained in the Courier Application, or (vi) to transfer or otherwise introduce viruses, worms, Trojans, or other malicious software or code, or otherwise damage or adversely affect the functionality or availability of the Courier Application.
6.4 This section 6 shall remain in force after the termination of these Terms.
7. Privacy
Glue is the data controller for the processing of personal data that takes place when the Courier Application is being used. For more information on Glue's processing of personal data in this regard, see Glue's privacy notices
8. Confidentiality
Each Party undertakes to maintain in absolute confidence, and not to disclose to any third party without the other party's written consent, all information and documentation relating to these Terms and the use of the Courier Application, including all information regarding the other party's business. Notwithstanding the above, each Party shall be allowed to disclose Confidential Information to its respective affiliates, its sub-contractors and other persons with whom such Party cooperates on a strictly "need to know" basis and provided always that such recipient of information is under a confidentiality obligation corresponding to the confidentiality undertaking hereunder. Confidentiality in accordance with this section 8 shall apply throughout the contract period and for a period of five (5) years thereafter.
9. limitation of liability
9.1 Glue is liable only for direct damages caused to the Supplier by Glue's breach of these Terms. In no event shall Glue be liable for any incidental, special, indirect or consequential damages whatsoever, including, without limitation, damages for loss of profits, loss of data, business interruption or any other commercial damages or losses, unless caused by Glue's gross negligence or intent.
9.2 Notwithstanding the above, Glue's total liability for damages in accordance with these Terms, shall not, during one year, exceed one (1) price base amount according to the Social Insurance Code (2010: 110).
10. MISCELLANEOUS
10.1 Assignment
The Supplier and/or the Courier may not assign its right to use the Courier Application (including all rights and obligations arising from these Terms) without Glue's prior written consent.
10.2 Amendments and modifications
Glue may at its own discretion make amendments and modifications to these Terms. If the Courier Application is no longer provided free of charge following a modification, Glue shall inform the Supplier before such modification is implemented.
11. Governing law and dispute resolution
11.1 [This Agreement is governed and construed in accordance with the substantive laws of Sweden without regard to its conflict of laws principles.
11.2 Any dispute, controversy or claim arising out of or in connection with this Agreement, or the breach, termination or invalidity thereof, shall be finally settled by the general courts of Sweden, with the District Court of Stockholm as court of first instance.]