J.A.M.E.S GmbH, Willy-Messerschmitt-Straße 3, 82024 Taufkirchen, Germany (hereinafter referred to as “J.A.M.E.S” or “we”) offers you the first comprehensive online community of 3D printed electronics, with a cloud-based platform exclusively dedicated to Additively Manufactured Electronics (AME) (hereinafter referred to as the “Platform”). The Platform is accessible under www.j-ames.com (hereinafter referred to as the “Website”).
1 Scope of Application
These ToU apply to the Platform as defined above. On this Platform, registered users (having the necessary privileges) can upload and share Articles (as defined below) as well as other AME related content with other users (the “Community”). J.A.M.E.S reserves the right to make available certain functionalities only to a limited group of users, e.g. those users who are assigned to one of J.A.M.E.S’ partner companies onboarded on the Platform (each a “Partner”) which have bought a subscription for consideration (each a “Subscription”) on the basis of an executed individual Order (as defined in sec. 5 below) for one of the available membership categories.
2 Conclusion of Contract, Account
2.1 By completing the online registration process and creating an account, you enter into a user agreement with us based on these ToU, and in relation to Partners, also based on the underlying Subscription (hereinafter referred to as the “Agreement”). The subject of this Agreement is the use of the Platform.
2.2 You can create an account for the use of the Platform by clicking on the “sign-in” button on the Website. To that end you have to provide us with your first and last name, your company name, your country of origin, your job title as well as your email address. You further have to assign a password for your log-in. Your email address and your password together form the “Log-in Data”. Alternatively, you can also create an account by using an existing Facebook, LinkedIn, Google, X (Twitter) or GitHub account.
2.3 You declare that the data used to create your account is accurate and complete. The use of pseudonyms is not permitted.
2.4 You declare that you are of legal age. In the event that you act on behalf of a legal entity you declare that you are authorised to do so. Upon our request, you shall provide us with corresponding proof.
3 Use of the Platform
3.1 When using the Platform, you may do the following:
(a) Create “Articles”. “Articles” can be various forms of contribution such as Designs, news, tools, publications or other content uploaded by you. Any submitted Article is subject to our review and we reserve the right not to publish a submitted Article at our reasonable discretion, in particular if it does not meet the requirements set forth in these ToU or other documents published on the Platform.
For uploading designs the following applies: You can upload Designs by clicking on the “Upload a Design” Button on our Website. “Designs” are what we describe as AME structure (virtual) that fulfils a specified functionality. An AME Design can have one of the following four statuses: Concept, Design, Verified, Qualified. In order to advance through the statuses, all the files and information for the previous statuses need to be provided. You can also add some other information and upload images to your Design as well as some additional documentation that you would like to share with the Community. You can either save the draft of your Design and work on it later or you can directly submit your Design to be published on the Platform.
Articles and all related files thereto, such as e.g. attached files or images, are hereinafter also referred to as “Content”. Any Content uploaded by you is subject to our review and the decision on whether it will be published on the Platform will be made at our reasonable discretion.
(b) Book a consultancy session with a member of our engineering team. A consultancy session can be booked in the “Consultancy” area of our Website. After you submitted a request for a first consultancy call, we will review your request and contact you back within three (3) business days. However, any submitted request for a consultancy call is subject to our review, and we reserve the right not to contact you back at our reasonable discretion, in particular if the request does not meet the requirements set forth in these ToU or other documents published on the Platform. The first call will be free of charge. The charges for following services depend on the complexity of the project and will be quoted by us prior to the consultancy contract.
(c) Use the “Notes” feature to get in exchange with our engineers and/or content managers. The “Notes” feature allows you to receive and give feedback about the Content submitted by you.
(d) Like and share Articles; like specific creators of Articles.
(e) Share Articles in social media.
(f) Email other users.
(g) If you are part of our mailing list, you can unsubscribe from it under “Permissions” in the “Edit profile” section on the Website.
3.2 If you wish to switch your profile settings to “private”, you can change the current status under “Permissions” in the “Edit profile” section on the Website.
3.3 If you wish to delete your account, you can request the deletion via the contact form available under the button “Contact” on the Website.
4 General Obligations of the User
4.1 You are solely responsible for the Content you upload on the Platform.
4.2 You undertake to abide by all applicable laws (e.g. criminal law, competition law and youth protection law) when creating and using Content on the Platform and you represent and warrant that any Content uploaded by you does not to infringe upon any third party rights, in particular any copyright, trademark or other intellectual property rights.
In particular, it is not permitted to post Content on the Platform which constitutes, concerns or includes
- any type of racism;
- glorification of violence and extremism of any kind;
- calls and incitements to criminal offences and breaches of the law, threats against life, limb or property;
- incitement against persons or companies;
- statements violating personal rights, slander, defamation and defamation of users and third parties as well as violations of the law on fair trading;
- copyright infringing content or other infringements of intellectual property rights;
- sexual harassment of other users of the Platform and third parties;
- pornography; or
- offensive, sexist, obscene, vulgar, hateful or objectionable material or language.
4.3 Should there be any disruptions in the use of the Platform or its functionalities, you shall inform us of this without undue delay. The same applies if you become aware that Content published by the Community obviously violates applicable law, these ToU or the rights of third parties.
4.4 You must not disclose your Log-in Data to any third party and/or allow any third party to access your account by circumventing the Log-in Data.
4.5 You must refrain from any activity that is likely to impair and/or excessively interfere with the operation of the Platform or the technical infrastructure behind it. This includes, in particular,
- the use of software, scripts or databases in connection with the use of the Platform;
- the automatic reading, blocking, overwriting, modification, copying of data and/or other content, unless this is necessary for the proper use of the Platform.
5 Partner Subscriptions
For Partners with a valid Subscription, the following terms and conditions apply in addition:
5.1 The Partner shall pay to J.A.M.E.S the annual subscription fees (“Fees”) set forth and agreed upon in the relevant Order the amount of which depends on the membership category (standard, silver or platinum) chosen by the Partner for the Subscription. “Order” means a fully executed purchase order for the (additional) services provided by J.A.M.E.S in relation to the Platform under the relevant membership category chosen by the Partner for the Subscription which is subject to these ToU.
5.2 If not expressly agreed otherwise in the respective Order, the Fees shall be invoiced to the Partner in advance at the beginning of each contractual year and shall be due and payable within thirty (30) days following receipt of the invoice. All states prices and remunerations are to be understood net plus VAT at the applicable statutory rate.
5.3 The following obligations of the Partner shall apply throughout the entire term of the Subscription, regardless of the chosen membership category (standard, silver or platinum):
(a) The Partner shall designate a contact person who is responsible to provide marketing and company content, in terms of logo, images, events, projects and CI documents.
(b) The Partner shall further designate a contact person who is responsible to provide technical content (tutorials, publications), and be actively participating with Articles, Designs, forum groups, comments and fundamentals on the Platform.
(c) The Partner fosters an active participation within its team/organization to join and use the Platform, create an account and be part of the Community of 3D printed electronics.
5.4 If not expressly agreed otherwise in the relevant Order, the Subscription based on the applicable Order and these ToU for the use of the Platform is entered into for an initial fixed term of twelve (12) months. After expiry of the initial fixed term, the Subscription is automatically renewed for further extended periods of twelve (12) months each if it is not ordinarily terminated by either party with six (6) months’ notice to the end of the applicable term, but for the first time with effect from the end of the initial fixed term.
5.5 J.A.M.E.S and the Partner may use the name and logo of the respective other party during the term of the Subscription as reference for the purpose of self-advertising (e.g. on their homepage and social media presences). Any further publications relating to the cooperation require the prior consent of the respective other party.
5.6 J.A.M.E.S and the Partner mutually undertake (i) to keep all information, data, and documents of which they become aware of in connection with the Agreement, particularly information, data, and documents expressly designated as confidential or which according to the circumstances constitute trade secrets within the meaning of Sec. 2 no. 1 of the German Trade Secrets Act (Geschäftsgeheimnisgesetz) in strict confidence for the term of the Subscription and a subsequent period five (5) years thereafter (ii) not to reveal any of these information to any third parties without having obtained prior written consent of the respective other party and (iii) use the information disclosed by the respective other party solely for the performance of the Agreement and only make it available to those of their employees who have a need to know such information for duly performing their tasks in connection with the performance of the Agreement (need to know principle) and who themselves have been obligated in writing by appropriate means to maintain confidentiality. The foregoing confidentiality obligations shall not apply to such information in respect of which the receiving party can prove that it (a) was already known to the receiving party prior to the disclosure by disclosing party; (b) was known publicly prior to disclosure by the disclosing party or becomes known publicly after disclosure by the disclosing party through no fault of the receiving party; (c) is learned by the receiving party from a third party entitled to disclose it without any obligation of confidentiality; or (d) was developed independently by the receiving party without any breach of this section.
6 Grant of Rights
6.1 By uploading Content on the Platform, you grant us the non-exclusive, royalty-free and irrevocable right to use the uploaded Content without any restriction as to location and time solely as required for the provision of our services on the Platform and to make it publicly available to the Community subject to sec. 6.2. This includes in particular the right to edit, reproduce, distribute and publicly communicate the Content, in particular the right of making it available to the public in accordance with sec. 6.2.
6.2 When uploading Content on the Platform, you can choose to which extent you want to grant rights with regard to the uploaded Content to other users of the Platform. In this course you can choose a Creative Commons License from the drop-down menu to determine, inter alia, if you wish to permit others to remix and transform the Content and if the Content may be used for commercial purposes. For further information on the Creative Commons Licenses please visit https://creativecommons.org/about/cclicenses/ .
6.3 For the avoidance of doubt, the grant of rights pursuant to sec. 6.1 above does not in any way affect your right to use the Content yourself or to grant third parties any rights with regards to your Content.
6.4 For the avoidance of doubt, the deletion of your account pursuant to sec. 3.3 of these ToU does not affect the grant of rights pursuant to sec. 6.1 above.
6.5 Subject to these ToU, you are hereby granted a non-exclusive, limited, non-transferrable and non-sublicensable, freely revocable licence to use the Platform for your personal use and commercial purposes as provided for herein. We reserve all rights in the Platform not expressly granted herein.
6.6 You acknowledge that, as between you and J.A.M.E.S, J.A.M.E.S is the exclusive owner of all right, title and interest in and to the Platform. Any derivative works, modifications or improvements made to the Platform shall solely vest with us. You shall have no right with respect to the Platform except as expressly provided in these ToU or otherwise agreed upon by us in writing.
6.7 You shall not modify, translate, reverse engineer, decrypt, decompile, disassemble, create derivative works based on, or otherwise attempt to discover the source code or underlying ideas or algorithms of the Platform.
7 Changes to Services
7.1 If we have reasonable grounds to believe that Content violates applicable law or infringes upon any third party rights, we reserve the right to block access to individual contents of the Platform at our discretion. You have no claim to the provision of individual functionalities of the Platform.
7.2 We are entitled, at our discretion, to restrict access to the Platform in whole or in part, temporarily or permanently, due to maintenance work, capacity concerns and other events beyond our control. We assume no warranty and liability of any kind what with regard to the uninterrupted availability of the Platform and any claims to that regard are excluded to the widest extent permitted by law.
8.1 The Agreement is entered into for an indefinite term and may be terminated by either party without cause at any time. If you unsubscribe from your account, this shall be deemed as a termination of the contractual relationship based on these ToU.
8.2 For the avoidance of doubt, sec. 8.1 does not apply to Subscriptions bought by Partners for which sec. 5.4 above in conjunction with the relevant Order shall be solely authoritative.
8.3 The right of both Parties to terminate the Agreement for good cause remains unaffected, in particular in case of a material breach of the provisions of these ToU that renders the continuation of the Agreement unreasonable for the other party.
8.4 Any termination of the must be given in text form.
9.1 We shall be liable without limitation in accordance with the statutory provisions for wilful intent and gross negligence as well as for claims under the Product Liability Act (Produkthaftungsgesetz).
9.2 In case of simple negligence (einfache Fahrlässigkeit) we shall only be liable for (i) damages resulting from injury to life, body or health, or (ii) damages resulting from a breach of fundamental contractual obligations (Kardinalpflichten) – i.e. contractual obligations which enable the fulfilment of the orderly performance of the Agreement in the first place, and in the compliance of which the contracting party can and will regularly rely on – in which case our liability shall be limited to the damage that is typical of and reasonably foreseeable with contracts of the given kind. Towards Partners our liability in case of the foregoing (ii) shall in any event not exceed a maximum amount equalling two (2) times the annual Fees payable by the Partner to J.A.M.E.S.
9.3 If we provide services free of charge, in deviation from sec. 10.2 above, we shall only be liable for wilful intent and gross negligence. Claims under the Product Liability Act (Produkthaftungsgesetz) and claims for damages resulting from injury to life, body or health shall remain unaffected.
9.4 To the extent our liability for damages is excluded or limited, such exclusion or limitation shall also apply to the personal liability of our representatives, employees and vicarious agents.
10 Third Party Rights and Indemnity
10.1 You agree to indemnify, defend and hold J.A.M.E.S harmless from and against any and all liabilities, claims, costs, including reasonable attorneys’ fees, incurred by us in connection with any third-party demand, claims, action, suit, or loss arising as a result of (a) any breach by you of these ToU or claims arising from your account or any other use by you of the Platform, (b) any fraud or manipulation by you, (c) any third-party claim, action or allegation of infringement based on Content submitted by you, provided that we promptly notify you in writing (also by e-mail) of the alleged third-party-claim and do not accept the claim or enter into a settlement agreement with the claimant without your prior written consent (also by e-mail), not to be unreasonably withheld. You agree to use your best efforts to cooperate with us in the defence of any demand, claim, action or suit. We reserve the right to assume the exclusive defence of any matter subject to indemnification by you at our own expense.
10.2 We agree to indemnify, defend and hold you harmless from and against any and all liabilities, claims, costs, including reasonable attorneys’ fees, incurred by you in connection with any third-party demand, claims, action, suit, or loss arising as a result of your use of the Platform in compliance with these ToU, provided that you promptly notify us in writing (also by e-mail) of the alleged third-party-claim, do not accept the claim or enter into a settlement agreement with the claimant without our prior written consent (also by e-mail), not to be unreasonably withheld, and give us sole control of the legal defence and any settlement negotiations with the third party claimant.
J.A.M.E.S and the user mutually undertake to comply with all applicable laws, rules and regulations, including but not limited to anti-corruption, anti-human trafficking, anti-kickbacks, anti-modern slavery, anti-money laundering, anti-tax evasion, anti-trust, data protection, economic sanctions, import and export control as well as minimum wages and labour safety. Neither party shall make any illegal payments or, with corrupt intent, provide anything of value, including but not limited to facilitating payments or grease payments, with regards to the Agreement. J.A.M.E.S and the user are each prohibited from directly or indirectly selling, providing access, (re-)exporting, or otherwise disposing of any products, material, services, software (including source code), or technology in relation to the Agreement to any country, individual or entity which is subject to economic sanctions (comprehensive or list-based) or applicable export controls.
12 Data Protection
We undertake to comply with all applicable data protection laws, in particular the provisions of the EU General Data Protection Regulation (EU/2016/679) (GDPR), the German Federal Data Protection Act (BDSG), the Telemedia Act (TMG) and the Telecommunications-Telemedia Data Protection Act (TTDSG) or other applicable Member State law.
13.1 The Agreement shall be exclusively governed by and construed in accordance with the substantive laws of Germany to the exclusion of the United Nations Convention on Contracts for the International Sale of Goods (CISG).
13.2 Exclusive place of jurisdiction for all disputes between the Parties arising out of or in connection with the Agreement and the use of the Platform shall – if and to the extent permitted by law – be Munich, Germany.
13.3 We reserve the right to make any changes or additions to these ToU, provided that this does not discriminate against the User in bad faith, in particular if and to the extent the changes or additions are necessary for compliance with applicable law or the implementation of security-related technical modifications. We shall notify you about any changes or additions according to this sec. 13.3 three (3) weeks before such changes become effective by e-mail or via the Platform to ensure that you stay informed of any such amendments and restatements. The changes or additions to the ToU are deemed to be approved unless you submit an objection in writing (also by e-mail) within three (3) weeks following notice. We will refer to this consequence specifically at the time of publication. If a User rejects the change or addition, his/her subscription can be terminated by means of ordinary termination in accordance with sec. 8.1 above.
13.4 If any provision of this Agreement should be or become wholly or partially void, ineffective or unenforceable, the validity, effectiveness and enforceability of the other provisions of this Agreement shall not be affected thereby. Any such invalid, ineffective or unenforceable provision shall be deemed replaced by such valid, effective and enforceable provision as comes closest to the economic intent and purpose of the invalid, ineffective or unenforceable provision as regards subject-matter, extent, time, place and scope. The aforesaid shall apply mutatis mutandis to any gap in this Agreement.
Last updated: February 2024