Terms and Conditions

1. Definitions

1.1 Whenever used in these Terms of Use with an initial capital letter, the terms quoted and defined in this Section 1, whether used in singular or plural, shall have the meanings specified below.

“Access” or “Accessing” means access to the Platform by User to view the Content on the Platform.

“Content” means, without limitations, any data or other content and/or information relating to the products and services uploaded by a Subscriber to the Platform.

"Guest" means a Visitor who leases products and services on the Platform without being a Subscriber.

"Lessee" means Subscriber or Guest leasing products and services on the Platform.

"Lessor" means Subscriber providing the leased products and services.

“Notification of Claimed Infringement” means a notification containing the following information: (1) a power of attorney evidencing the authorisation to act on behalf of the owner of the Content that has allegedly been infringed; (2) identification of Content being infringed, or, if multiple Content is covered by a single notification, a representative list of such Content; (3) information reasonably sufficient to permit wy.by to locate the Content; (4) identification of the specific Content that is claimed to be infringed or to be the subject of infringing activity, and that is to be removed or to which access is to be disabled; (5) User’s name, address, telephone number, and e-mail address at which User may be contacted; (6) a statement that User has a good faith belief that the use of the Content in the manner complained of is not authorized by the copyright owner, its agent, or the law; and (7) a statement that the information in the notification is accurate.

“Platform” means the software, website, mobile applications, and any other products and services provided to User online by wy.by.

“wy.by” means wy.by ltd, Switzerland.

“Subscriber” means a Visitor who has a subscription account with wy.by.

“Terms” or “ToU” means the terms constituting the agreement between User and wy.by that governs their Access to the Platform.

“User” means Visitor, Guest and Subscriber.

“Visitor” means any private person or legal entity Accessing the Platform.

2. Introduction of and Agreement to these Terms

2.1 wy.by provides services in marketing and e-commerce, and provides an online portal for the leasing of products and services by and between Subscribers and/or Guests. wy.by itself is neither a Lessor nor a Lessee of products and services available on the Platform.

2.2 The scope of these Terms is to stipulate the rights and obligations, upon which User may Access to the Platform, and by which User shall be bound when Accessing the Platform, regardless of the information technology on which it is provided. The Lessor’s general terms and conditions apply regarding the lease contract between the Lessor and the Lessee.

2.3 User shall read these Terms carefully. By Accessing the Platform User agrees to these Terms and the Privacy Policy that is accessible here: Privacy Policy. If User disagrees complying with the terms of wy.by, User shall not be granted the right to Access the Platform.

2.4 These Terms may be changed or updated from time to time by wy.by. wy.by will inform User via his/her contact information and/or via the Platform about any changes to these terms. If Visitor or Guest disagrees with the updated Terms, he/she must cease Accessing the Platform immediately. If Subscriber disagrees with the updated Terms, he/she must cease Accessing the Platform within fourteen (14) days.

2.5 Activities beyond the Platform are governed by the terms and/or privacy policy of such third party activity provider.

3. Access to Platform

3.1 User must provide all the user equipment, including all software and hardware, whether mobile, desktop, or other, necessary to Access the Platform. User is responsible for all fix and recurring fees incurred while Accessing the Platform, including Internet connection fees, mobile device connection fees, fees of third party information technology platforms, and any other costs that may incur while Accessing the Platform.

3.2 It is User’s responsibility to ensure that his/her use of the Platform complies with these Terms and is consistent with all applicable Swiss laws and regulations.

3.3 The identification information Subscriber or Guest provides shall be true and accurate and must be updated as appropriate. Subscriber shall not create an account under a false name or alias.

3.4 The account is non-transferable. Subscriber may not share his/her login identification and password for accessing his/her account on the Platform with any third person. In any event Subscriber remains responsible for any action performed via his/her account on the Platform.

3.5 User shall not use the Platform in any illegal way; User shall not take any action intended to interfere with the normal functioning of the Platform or obtain unauthorized access to any personal or proprietary information or property of wy.by or any other User or third party; User shall not use the Platform in any way impersonating any other person or legal entity; User shall not transmit any unauthorized advertising, auto-responder or spam on the Platform; User shall not use the data and e-mail addresses acquired by using the Platform for commercial advertising; User shall not take any action that imposes or may impose, in wy.by’s sole discretion, an unreasonable or disproportionately large (pay) load and/or bandwidth consumption on the servers or systems of the Platform; nor shall User use automated or manual methods to crawl, robot, scrape, spider or otherwise monitor or extract data from the Platform (wy.by reserves the right to use robot exclusion headers within the website); User shall not decipher, decompile, disassemble or reverse engineer any part of the Platform; User shall not mirror or frame any part of the website or products on another website or product; User shall not create or use any meta-tags which contain any wy.by trademarks or other confusingly similar marks; User shall not remove or interfere with any copyright notices or digital watermarks on/in any Content intended to indicate the source and/or ownership of such Content.

3.6 wy.by respects the intellectual property of others, and thus requires its Users to do the same. Subscriber shall not upload to, or otherwise make available through, the Platform any Content that infringes any copyright, patent, trademark, trade secret or other proprietary rights of any person or entity. In particular, without limitation, Subscriber shall not upload Content to the Platform:

• for which Subscriber does not own the intellectual property rights; or
• for which Subscriber does not have the necessary (sub-) licensing rights; or
• for which Subscriber does not have the necessary lease rights; or
• that might be considered illegal in Switzerland.

3.7 wy.by is not responsible for monitoring any Content or communication on the Platform and is not involved in user-to-user interactions. wy.by cannot always identify every User and cannot guarantee that any User is who he/she claims to be. It is User’s responsibility to be careful when interacting with other Users and User acknowledges that despite the restrictions in these Terms, others may (mis-) use the Platform in a way that is deceptive, fraudulent, harmful, offensive or illegal. However, wy.by reserves the right at its sole discretion (i) to monitor any Content on the Platform, and (ii) to remove the Content from the Platform and/or terminate the subscription in the event of copyright and other intellectual property infringements.

3.8 User may (cache) download from, and view a single copy of the Content on, the Platform only for User’s personal, non-commercial use on his/her computer or other Internet compatible device for Accessing the Platform, and this permission may not be assigned or transferred to any other person. Other than as provided in the previous sentences, User shall not (and shall not assist or permit any third party to) download, reproduce, modify, create derivative works from, publicly perform, publicly display, rent, sell or distribute any Content located on (or provided in connection with) the Platform without the express prior permission of the copyright owner and/or any other applicable rights holder.

4. Support

4.1 wy.by provides technical e-mail support regarding the Platform only to Lessor. Technical issues shall be reported at support@wy.by.

4.2 Technical support will only be provided for bugs or errors in the Platform that are documented by Lessor and reproducible by wy.by. Lessor agrees to provide wy.by with full and accurate details of all bugs and errors in the Platform requested by wy.by.

4.3 Support is provided during working hours and without service levels. wy.by does not represent that it will correct all or any bugs or errors in the Platform.

5. Ownership and Intellectual Property

5.1 wy.by and/or its licensors own and remain the owners of the Platform and any derivative works thereof.

5.2 Subject to User’s agreement and continuing compliance with these Terms and any other relevant wy.by policies, wy.by grant User a non-exclusive, royalty-free, non-transferable, temporary, revocable, limited right to view the Platform and its Content. User is not granted a sub-licensing right. User agrees not to use the Platform for any other purpose than agreed in these Terms. If User violates these Terms, wy.by reserves the right to terminate his/her (sub-) license without notice.

5.3 The trade names and trademarks owned by wy.by or its licensors are not licensed under these Terms.

5.4 When uploading Content of which Subscriber must own the intellectual property rights or of which Subscriber must have the necessary (sub-) license, Subscriber (or Subscriber’s licensor respectively) shall retain those rights. If required for the fulfilment of the services and these Terms, Subscriber grants wy.by a non-exclusive, temporary for the duration of the Subscription, transferable, unlimited, worldwide and royalty-free license for any copyrightable material, trademarks and data uploaded to the Platform. This license includes the right to use, execute, display, reproduce, perform, disclose, create derivative works as necessary to fit the Platform, translate and back-up such copyrightable material, trademarks and data; such license to include the right of wy.by correspondingly to sublicense its subcontractors to do any and all of the foregoing.

5.5 If User

• notices or is made aware that any Content made available on the Platform is used or exploited in a manner that infringes an intellectual property right that he/she owns or controls, then User may submit a Notification of Claimed Infringement to admin@wy.by;
• receives a notification from wy.by that Content which he/she as a Subscriber made available through the Platform has been the subject of a Notification of Claimed Infringement, Subscriber shall have the right to provide wy.by a counter notification mutatis mutandis. The counter notification must be sent in writing to admin@wy.by.

5.6 wy.by shall decide in its sole discretion whether or not to remove the allegedly infringed Content from the Platform. wy.by shall not be liable towards the User submitting a Notification of Claimed Infringement in the event wy.by does not remove the allegedly infringed Content from the Platform and a court finally decides the Content infringed an intellectual property right of such User.

6. Payment

6.1 wy.by does not handle any payment transactions. Payment transactions for the products and services leased by the Lessor to the Lessee via the Platform are provided by third party payment service providers, e.g. credit card acceptance or merchant settlement. By using any of these payment services in connection with the Platform, User agrees to be bound by the terms and conditions of such third party payment provider. wy.by disclaims any liability for errors of transactions processed through a third party payment service provider.

6.2 Subscriber registration on the Platform is free of charge.

6.3 If wy.by or its third party payment service provider is unable to process Lessee’s transaction using the credit card, or any other payment transaction information provided, wy.by reserves the right to suspend and/or revoke access to Lessee’s wy.by account.

6.4 Any payments made according to these Terms are non-refundable, even in the event of suspension of Lessee’s account and/or termination of any license.

7. Termination

7.1 Lessee may terminate his/her account at any time by written notification to wy.by at admin@wy.by. Lessor may terminate his/her account according to the separate service as a service agreement (SAAS) (www.wy.by/serviceagreeement).

7.2 wy.by may terminate Subscriber’s account with a fourteen (14) days’ notice period to the e-mail address provided by Subscriber.

7.3 wy.by may limit, suspend, terminate, modify, or delete any account on, or Access to, the Platform at any time if User is in breach of the Terms. In the event that wy.by suspends, terminates or deletes Subscriber’s account, Subscriber will have no further access to his/her account or anything associated to it. Subscriber may lose his/her login information and access rights as a result of an account suspension, termination or deletion.

8. Update of the Platform

8.1 The Platform may change from time to time. User acknowledges and agrees that wy.by may update the Platform with or without notifying User. User may need to update third party software from time to time in order to Access the Platform.

8.2 Scheduled offline periods are necessary to maintain and update the Platform. These may be announced in advance.

9. Warranty Disclaimer

9.1 The Platform together with all its Content, is provided “as is” and “as available” and without any warranty of any kind, express or implied, including but not limited to, the implied warranties of merchantability, non-infringement and fitness for a particular purpose, all of which are expressly disclaimed.

9.2 wy.by does not represent or warrant that the Platform will be available at all times, error-free, secure, or free of viruses or other harmful components. User’s use of the Platform is solely at his/her own risk.

10. Limitation of Liability

10.1 To the fullest extent permitted by applicable law, wy.by explicitly excludes any and all liability for damages or warranty arising under these Terms. This limitation also applies to any of wy.by’s subcontractors.

10.2 User agrees that the provisions in this paragraph will survive the ending of User’s Access to the Platform and/or any termination of Subscriber’s account.

11. Links and third party websites

11.1 The Platform may include links to other websites and features that allow User to use third party social media services. User’s use of third party websites or services is exclusively at User’s own risk and may be subject to the policies of those websites or services. Links to and from the Platform do not mean that wy.by endorses or is associated with any third party website or service or any Content accessible on any other website or service.

12. General Provisions

12.1 User agrees that his/her contact information may be disclosed to, and processed and used by, wy.by, its affiliates and/or their subcontractors and business partners in the pursuit of the business relationship, including the marketing of products and services. User consents to wy.by transferring the contact information outside of Switzerland and of the European Economic Area.

12.2 wy.by may reference Subscriber or Guest as its customer for its own marketing and public relations purposes. This right shall survive the term of these Terms and is granted until revoked in writing by Subscriber or Guest.

12.3 wy.by may assign or delegate these Terms, in whole or in part, to any person or entity at any time with or without User’s consent. User may not assign or delegate any rights or obligations under these Terms or the Privacy Policy without wy.by’s prior written consent, and any unauthorized assignment and any delegation by User shall be null and void.

12.4 If any provision of these Terms is found invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the other provisions of these Terms will remain in force.

12.5 Any general terms and conditions of User are explicitly excluded.

12.6 These Terms are governed by Swiss law without regard of the conflict of laws provisions.

12.7 Disputes arising under, or in connection with, these Terms shall be exclusively subject to the competent court at the registered seat of wy.by ltd.

wy.by ltd, Version 1, 1 April 2015

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