1. General Provisions
1.1 The following Terms of Use and End User License Agreement ("EULA") constitute a legal agreement between you (the "Licensee") and Green Power Design Astri Ltd ("GPD") and govern Licensee's use of Y-Hub apps (“GPD Services").
1.2 The Licensee acknowledges and accepts that the provisions of these Terms of Use and the EULA are binding upon it. If the Licensee does not agree to the provisions of these Terms of Use and this EULA, the Licensee is not permitted to install or use the GPD Services in any form.
1.3 The General Terms and Conditions of Sale and Delivery as amended from time to time apply to the Licensee's use of the GPD Services as well as to the cooperation as a whole. If the Licensee enters into a written agreement with GPD, this specific agreement governs the Licensee's use of the GPD Services. Any subject matter of the EULA not governed by such specific agreement shall be covered by EULA.
2. Grant of Licence
2.1 Provided Licensee accepts and complies with the terms of this EULA, including but not limited to payment of the applicable license fees, GPD hereby grants Licensee a limited, personal, non-exclusive, time-limited and non-transferable right to install and/or use the GPD Services for the sole purpose of allowing Licensee to access and use the GPD Services solely for Licensee's own use.
3. Restrictions and Limitations
3.1 Licensee may not reproduce, distribute, resell, make available, modify, adapt, sublicense or lease or otherwise dispose of the GPD Services except as expressly provided in this EULA.
3.2 Licensee may not reverse engineer, disassemble, decompile or otherwise attempt to examine, tamper with or discover the source code and/or framework and/or basis of the GPD Services except as expressly permitted by mandatory applicable law.
3.3 The Licensee's use of the GPD Services shall under no circumstances infringe (i) the intellectual property rights of any third party and/or (ii) any applicable laws.
4. Obligations of GPD
4.1 GPD's exclusive obligation under this EULA is to provide the GPD Services on an "as is" basis.
4.2 GPD shall have no obligations or liability with respect to the provision of any updates, new versions, bug fixes, patches, defect corrections, maintenance, support, telecommunication lines, internet, internet subscriptions or other matters in connection with the use or inability to use the GPD Services and all and any liability, costs and risks in this regard shall therefore remain solely with Licensee or the relevant third party.
4.3 Notwithstanding the provisions of clause 4.1, GPD may, in its sole discretion, decide to make available to Licensee any updates, new versions, patches, bug fixes or the like in connection with the GPD Services and Licensee shall, upon notification by GPD, execute and use such updates, new versions, patches, bug fixes or the like.
5. Intellectual Property
5.1 The GPD Services are protected by copyright laws and international copyright treaties, as well as other applicable intellectual property laws. GPD is the exclusive owner and own and retain all and any intellectual property rights in and to the GPD Services, including without limitation copyright, patent and trademark rights and know-how. Licensee shall not modify or remove any indicia or notices relating to copyright, patent, trademark or other rights affixed to or applied or otherwise implemented in the GPD Services.
6. Data protection
6.1 The Licensee responsible for the administration, download and/or use of the GPD Services for complying with data protection related requirements, e.g. informing data subjects and/or preparing data processing agreements. The Licensee is responsible for compliance with the relevant data protection laws as amended from time to time, irrespective of the Licensee's role as controller, processor or sub-processor. GPD may act as a processor or sub-processor, as the circumstances may require, and will, where applicable, carry out data processing through the relevant third parties to the extent required by applicable mandatory law. For more information on GPD's data processing, see the "Privacy Policy" below.
7. Feedback from the Licensee
7.1 Licensee may provide GPD with feedback regarding Licensee's experience in using the GPD Services, including, but not limited to, information regarding usability, bug reports, test results, glitches, application capabilities, user-friendliness, etc. ("Feedback").
7.2 Licensee agrees that GPD may improve, develop, adapt, modify, publish, reproduce, make available, sublicense, transfer, distribute, market, sell and otherwise exploit the Feedback free of charge, without limitation, obligation or condition, for any purpose deemed appropriate by GPD, both in connection with any subsequent commercial release of the GPD Services and in connection with any other software, product, technology or other service now or hereafter provided in connection with GPD's business.
7.3 If Licensee's Feedback includes any Intellectual Property Rights, Licensee hereby assigns to GPD, free of charge, irrevocably, perpetually and worldwide, all and any Intellectual Property Rights and proprietary rights in connection with such Feedback. GPD shall be entitled to improve, develop, adapt, modify, publish, reproduce, make available, sublicense, transfer, distribute, market, sell and otherwise exploit the intellectual property rights in the Feedback for any purpose deemed appropriate by GPD, without any obligation to pay royalties to Licensee or any third party, both in connection with any subsequent commercial version of the GPD Services and any other software, product, technology or other service now or hereafter provided in connection with GPD's business.
8. Indemnification
8.1 Licensee shall promptly notify GPD in writing if Licensee becomes aware of (i) any breach or alleged breach of this EULA, (ii) any claim or alleged claim by a third party regarding infringement of any intellectual property right of a third party in connection with Licensee's use of the GPD Services and/or (iii) any violation of any applicable law in connection with Licensee's use of the GPD Services.
8.2 Licensee shall defend, indemnify and hold GPD harmless from and against any claim, damage or loss in connection with any of the circumstances set forth in Section 8.1 to the extent that such claim, damage or loss is based on (i) Licensee's breach of this EULA, (ii) infringement of a third party intellectual property right, or (iii) Licensee's violation of any applicable law.
9. Disclaimer of Representations and Warranties
9.1 The GPD Services constitute standard software and are provided by GPD "as is" with all faults and defects and GPD disclaims all and any warranties, statutory, express or implied, to the extent permitted by applicable law.
10. Limitation of Liability
10.1 The general rules of Danish law shall apply to the liability of both parties to the exclusion of the exclusions and limitations expressly defined in this EULA.
10.2 Notwithstanding the provisions of paragraph 10.1, GPD shall not be liable to Licensee or any third party for any direct, indirect, punitive or other damages or losses of any kind, including, but not limited to, compensation for loss of profits, business interruption, loss or recovery of data, product liability or personal injury arising out of the use of or inability to use the GPD Services. The above exclusions and limitations apply both to damages and losses resulting from GPD's acts or omissions due to GPD's negligence (gross or slight) and to incidental and consequential losses.
10.3 The exclusions and limitations set out in this clause 10 shall apply to the maximum extent permitted by applicable law.
11. Term and Termination
11.1 This EULA shall be effective and shall take effect on the date Licensee installs or first uses the GPD Services ("Effective Date").
11.2 This EULA shall remain in full force and effect for a period of twelve (12) months from the Effective Date ("Initial Term"). Unless this EULA is terminated by either party in accordance with clause 11 of this EULA, the Term shall automatically renew for additional twelve (12) month periods (each a "Renewal Term").
11.3 Either party may terminate this EULA by giving the other party at least three (3) months' notice to the end of the Initial Term or the relevant Renewal Term.
11.4 Regardless of the reason for termination, Licensee shall immediately cease using the GPD Services upon termination of this EULA. Licensee acknowledges and agrees that GPD is entitled to delete Licensee as a User if this EULA is terminated for any reason.
12. Other Provisions
12.1 GPD may assign this EULA without Licensee's consent to (i) an affiliate of GPD or (ii) an unrelated third party to the extent such assignment is made in connection with a transaction, reorganization, sale, merger, acquisition or the like.
12.2 This EULA shall be governed by and construed in accordance with laws of Hong Kong (excluding (i) any conflict of law provisions and (ii) the United Nations Convention on Contracts for the International Sale of Goods (CISG)). Any disputes arising under this EULA shall be subject to the jurisdiction of the ordinary courts of Hong Kong. However, the above applicable law and jurisdiction shall not apply to GPD's use of interim remedies to enforce GPD's rights, including but not limited to applying for an injunction and/or securing evidence.
Green Power Design Astri Ltd and its affiliates (collectively, “GPD”) provide telematics devices and cloud based system for its industrial customers.
This Product Privacy Statement explains how we collect, use, disclose, and otherwise process information regarding the operation and performance of our products as well as the ancillary services, including the Y-Hub apps (the “GPD Services”). GPD is the data processor and GPD customers are the data controllers with respect to such information.
GPD’s processing of information in connection with the Services is governed by this Product Privacy Statement and our customer agreement(s). In the event of any conflict between this Product Privacy Statement and a customer agreement, this Product Privacy Statement shall prevail to the extent permitted by applicable law.
This Product Privacy Statement is not a substitute for any privacy notice that GPD customers are required to provide to their employees or customers.
Information We Collect
Information provided to us in connection with their use of the GPD Services. This may include information that customers provide about our products as well as their information, when they:
Register for an account or create a user profile (such as first and last name, email address, telephone number(s), employer name, job title, department or department number, and employee identification number);
Use the Services to communicate with us regarding operation and performance of our products; and
Contact GPD in order to support or otherwise correspond with us by phone, email, or other means.
How We Use Information
We use the information that we collect to provide the GPD Services and for related internal purposes, including but not limited to:
Enable customers to access and use the GPD Services;
Provide information about the GPD Services, such as important updates or changes to the GPD Services and security alerts;
Customize the user experience, such as personalizing content and features to better match interests and preferences;
Improve the GPD Services and develop new products and services; and
Respond to inquiries, complaints, and requests for customer support.
We may also use information as we believe necessary or appropriate to (a) comply with applicable law(s) and/or regulation(s); (b) enforce the terms and conditions that govern the GPD Services; (c) protect our rights, privacy, safety or property, and/or that of you or others; and (d) protect, investigate and deter against fraudulent, harmful, unauthorized, unethical or illegal activity.
How We Share Information
We share the information we collect with:
Our designated third party service providers, subcontractors, and other entities such as industry reporting authorities that help or enable us to provide, manage and improve the GPD Services;
GPD customers, to the extent the information relates to the utilization of the GPD Services under the customer’s contract; and
GPD’s subsidiaries and corporate affiliates.
We may also share information with government, law enforcement officials or private parties as required by law, when we believe such disclosure is necessary or appropriate to (a) comply with applicable law; (b) enforce the terms and conditions that govern the GPD Services; (c) protect our rights, privacy, and/or that of you or others; and (d) protect, investigate and deter against fraudulent, harmful, unauthorized, unethical or illegal activity.
We may sell, transfer or otherwise share some or all of GPD’s business or assets, including information, in connection with a business deal (or potential business deal) such as a merger, consolidation, acquisition, reorganization or sale of assets or in the event of bankruptcy.
Information Security
GPD uses appropriate, commercially reasonable physical, electronic, and procedural safeguards to protect data from loss, theft, misuse, and unauthorized access, disclosure, alteration, and destruction in accordance with applicable law. We cannot, however, guarantee that any safeguards or security measures will be sufficient to prevent a security problem. See the customer contract for additional information regarding GPD’s information security practices.
Data Subject Rights
GPD customers are the data controllers of information. As the data controllers, GPD customers are responsible for receiving and responding to its customers’ requests to exercise any rights afforded to them under applicable data protection law. GPD will assist customers in responding to such requests as set forth in the customer contract.
Data Retention
GPD retains information for as long as necessary to (a) provide the GPD Services; (b) comply with legal and accounting obligations; (c) resolve disputes; and (d) enforce the terms of customer agreements. See the customer contract for additional information regarding GPD’s data retention practices.
Creation of Anonymous Data for Analytics
We may create anonymous data from your information and other individuals whose information we collect. We make information into anonymous data by excluding information that makes the data personally identifiable to you, and use that anonymous data for our lawful business purposes.
Third Party Services
The GPD Services may integrate with or facilitate engagement with third party services. Such third party services are governed by those third party providers’ privacy notices. Please review those notices carefully, as GPD does not control and cannot be responsible for those providers’ privacy or information security practices.
Contact Us
If you have any question about this Product Privacy Statement, you can contact our privacy team at hr@gpowerdesign.com .
We have read carefully the above Product Privacy Statement and agree to the terms and conditions thereto.