Terms and Conditions

Provider

Pacsy GmbH

Puricellistr. 34

93049 Regensburg, Germany

Represented by Managing Director: Dr. Moritz Kaiser

Commercial register:

Registered in the commercial register

§ 1 Scope

(1) These General Terms and Conditions (hereinafter "T&Cs") apply to all contracts between Pacsy GmbH (hereinafter "Provider") and its customers (hereinafter "Customer") regarding the use of the cloud-based software-as-a-service solution "pacsy", including the associated patient app.

(2) These T&Cs apply exclusively to entrepreneurs within the meaning of § 14 BGB (German Civil Code), legal entities under public law, or special funds under public law.

(3) Deviating or conflicting general terms and conditions of the Customer shall not apply unless the Provider has expressly agreed to their applicability in writing.

§ 2 Subject Matter of the Contract

(1) With "pacsy", the Provider provides the Customer with a cloud-based technical platform for the storage, management, transmission and sharing of medical image data (in particular DICOM data).

(2) The pacsy service may include a patient app through which the Customer enables their patients to access selected image data.

(3) The Provider owes only the technical provision of the software. No medical purpose, diagnosis, finding, therapeutic decision or medical advice is provided.

(4) pacsy is not a substitute for the Customer's medical duty of care, diagnostic services, or statutory archiving and retention obligations.

(5) The specific scope of services is determined by the respective service package booked, the service description and supplementary agreements.

§ 3 Conclusion of Contract

(1) Offers by the Provider are subject to change without notice.

(2) A contract is concluded upon written acceptance by the Provider or by activation of use.

(3) The Provider is entitled to reject contract offers without giving reasons.

§ 4 Prices, Payment and Price Adjustments

(1) The prices applicable at the time of conclusion of the contract apply.

(2) All prices are exclusive of statutory value added tax.

(3) Invoices are due within 14 days of invoicing without deduction.

(4) Refund of fees already paid is excluded unless mandatory statutory provisions provide otherwise.

(5) The Provider is entitled to adjust prices with effect for the future. The Customer will be informed of this at least 30 days before the effective date. In the event of a price increase, the Customer has a special right of termination with effect from the effective date.

(6) In the event of default in payment, the Provider is entitled to block access to the software in whole or in part.

§ 5 Rights of Use

(1) The Provider grants the Customer a simple, non-exclusive, non-transferable, non-sublicensable right to use pacsy, limited to the term of the contract, within the contractually agreed scope.

(2) Use is permitted exclusively for the Customer's own business purposes. Use for third parties, in particular reselling, outsourcing or transfer to affiliated companies, is not permitted.

(3) In the event of breaches of these rights of use, all granted rights expire automatically. The Customer must cease use without delay.

§ 6 Use, Fair Use and Service Limits

(1) Use of pacsy is limited to the respective service package booked. This may in particular contain limitations regarding storage space, number of studies, users, parallel connections, transfers or interfaces.

(2) If the Customer exceeds the agreed usage limits, the Provider is entitled to throttle use, temporarily suspend it, or require an upgrade to a higher-tier package.

(3) There is no entitlement to unlimited or uninterrupted use.

§ 7 Availability

(1) The Provider provides the services according to the principle of best possible availability within the scope of industry-standard practice. Permanent or uninterrupted availability is not owed.

(2) Maintenance work, security-relevant measures and disruptions outside the Provider's sphere of influence (e.g. force majeure, internet, VPN or infrastructure problems on the Customer's side) do not constitute an availability outage.

(3) Unless an explicit service-level agreement has been concluded, there are no guaranteed minimum availabilities.

§ 8 Customer's Obligations

(1) The Customer is solely responsible for all content processed via pacsy, in particular medical image data, metadata and recipients.

(2) The Customer ensures that all legal requirements are complied with, in particular data protection, medical and professional regulations.

(3) The Customer is responsible for the proper configuration of their local systems (e.g. IP address, ports, AE titles) and for the security of their access credentials.

(4) The Customer is liable for all actions taken via their user, administrator and staff accounts.

§ 9 Use of the Patient App

(1) The patient app is part of the pacsy service and serves exclusively to provide the Customer's patients with digital access to selected medical image data.

(2) Use of the patient app by patients takes place exclusively within the Customer's area of responsibility. The Customer is in particular responsible for:

verifying the identity of patients,
initial authentication and activation,
selection of the content made available,
informing patients about the purpose and scope of use.

(3) No separate contractual relationship arises between the Provider and the patient. The Provider assumes no liability whatsoever towards patients.

(4) The Customer shall indemnify the Provider from any third-party claims, in particular by patients, arising out of or in connection with the use of the patient app, unless the Provider has caused the claim through intent or gross negligence.

(5) The patient app is not intended for time-critical emergencies or acute medical situations.

(6) The Provider is not liable for risks arising from the use of the patient app on patients' end devices, in particular in the case of lost, compromised or improperly used devices.

§ 10 Data Protection and Processing on Behalf

(1) The processing of personal data takes place exclusively on the basis of a separately concluded data processing agreement pursuant to Art. 28 DSGVO (GDPR).

(2) The Customer is the controller within the meaning of the DSGVO; the Provider acts as processor.

(3) The Provider is not liable for data protection violations arising from the Customer's area of responsibility, in particular in the case of missing consents or incorrect recipient information.

§ 11 Liability

(1) The Provider is liable without limitation in cases of intent or gross negligence and for damages resulting from injury to life, body or health.

(2) In the event of slight negligence in breach of material contractual obligations, liability is limited to the foreseeable damage typical for this type of contract.

(3) Liability is limited in amount to the fees paid by the Customer within the twelve months preceding the occurrence of the damage.

(4) Liability for lost profits, indirect or consequential damages is excluded.

(5) The foregoing limitations of liability also apply for the benefit of the Provider's legal representatives, employees and vicarious agents.

§ 12 Term, Termination and Suspension

(1) The contract is concluded for an indefinite period.

(2) Either party may terminate the contract with three months' notice to the end of a calendar month.

(3) The right to terminate without notice for good cause remains unaffected. Good cause exists in particular in the case of serious breaches of contract, security risks or default in payment.

(4) Where good cause exists, the Provider is entitled to temporarily or permanently suspend access to pacsy.

§ 13 Data Return and Deletion

(1) After termination of the contract, the Customer is obliged to export their data within a reasonable period.

(2) After the expiry of this period, the Provider is entitled to irretrievably delete all Customer data, unless statutory retention obligations preclude deletion.

§ 14 Confidentiality

(1) The parties undertake to treat all confidential information as strictly confidential and to use it only for the purposes of this contract.

(2) This obligation also applies for a period of five years after termination of the contract.

§ 15 Final Provisions

(1) The law of the Federal Republic of Germany applies.

(2) The exclusive place of jurisdiction for all disputes arising out of or in connection with this contract is Regensburg, Germany.

(3) Amendments and supplements to this contract must be made in writing.

(4) Should individual provisions of these T&Cs be or become invalid, the validity of the remaining provisions shall remain unaffected.

General Terms and Conditions (T&Cs)