General Terms and Conditions of Use and Business of SINOVO business solutions GmbH

These General Terms and Conditions form the basis of all legal transactions of SINOVO business solutions GmbH, Willy-Brandt-Str. 4, 61118 Bad Vilbel- SINOVO for the use with businessmen.

1. Orders, delivery, services

1.1 Telephone requests by the customer for services not expressly specified in a contract (e.g. in the service contract) shall be deemed to be a new order.

1.2 SINOVO delivers goods free domicile. The risk of loss and/or destruction of the goods shall pass to the customer after delivery to the specified delivery address.

1.3 SINOVO shall meet deadlines agreed in writing as far as possible. The customer may grant a reasonable grace period.

1.4 After delivery or performance, the customer shall immediately inspect the deliveries and services for quality and completeness.

1.5 SINOVO may, after consultation with the customer, carry out reasonable partial deliveries and services and invoice these separately.

1.6 Cancellation or modification of an order requires the consent of SINOVO. In the event of consent, SINOVO reserves the right to charge a reasonable processing fee.

2. Prices

2.1 Prices and license fees are in EUR, service contract fees are in EUR/month plus VAT. They result from the valid offer. If no offer is available, the price shall be based on the official SINOVO price list valid at the time of receipt of the order. SINOVO is entitled to change the price list or replace it with a new one. SINOVO reserves the right to change the service contents specified in the respective valid price list or to discontinue its offer.

2.2 SINOVO is entitled to adjust the contract prices with a notice period of 3 months to the end of the contract year. If the customer receives a corresponding notification, he is entitled to terminate the service contract for the affected products with a notice period of 2 months to the end of the contract year.

3. Invoicing, payment

3.1 Invoices for individual services are issued after performance. Contractual services are invoiced quarterly in advance on the 1st day of each quarter. If a contractual service begins during a month, 1/30 of the monthly price shall be charged for each remaining day.

3.2 If the service work involves services that are not included in the service description or in the contract, these shall be invoiced separately in accordance with the applicable SINOVO price list.

3.3 If the customer is more than fourteen (14) days in arrears with payments due, SINOVO may demand security deposits or advance payment in the amount of the orders not yet executed.

3.4 From the due date, interest on arrears in the legally defined amount shall be charged.

3.5 The customer may only offset undisputed or legally established claims against SINOVO.

3.6 If the customer does not meet his payment obligations, if checks are not honored, if the customer suspends his payments or if he falls into financial collapse, all outstanding invoice amounts shall become due immediately.

4. Reservation of title

4.1 The goods delivered by SINOVO shall remain the property of SINOVO until full payment has been made. They may not be pledged, transferred, rented or lent. In the event of seizure by third parties, the customer undertakes to inform SINOVO immediately.

4.2 The customer shall be liable for damage of any kind to delivered products until full payment has been made, even if the customer is not at fault.

4.3 If the customer does not meet his payment obligations, SINOVO shall be entitled at any time to collect the goods still available, for which the customer hereby expressly gives his consent to enter his business premises. The collection costs shall be borne by the customer.

4.4 If SINOVO is forced to withdraw from the contract and take back the delivered goods in whole or in part, SINOVO may charge a reasonable amount for their use and depreciation.

4.5 A right of retention cannot be asserted against the claim for return, unless it is based on the same contractual relationship.

5. Services provided by third parties

5.1 As a rule, the services owed shall be provided by SINOVO.

5.2 SINOVO is entitled to transfer the services owed to an external company authorized by SINOVO, for whose qualification SINOVO vouches.

6. Software licenses for standard software

The standard software provided by SINOVO is protected by copyright. The license terms of the respective manufacturer apply.

7. Copyright for individual software

7.1 After full payment of the invoices issued by SINOVO, the customer shall receive the right to use the delivered software for his purposes. However, SINOVO retains the copyright to the delivered software. 

7.2 SINOVO is not obliged to hand over source code of its own software or programs of third parties. If products subject to license or parts thereof are delivered by SINOVO, the client must conclude corresponding contracts with SINOVO or the licensor before handover.

8. Obligations of the customer

8.1 The customer shall only use SINOVO's services for its own purposes. The use for the purposes of third parties, including group companies, requires a separate agreement.

8.2 The customer himself is fully responsible for ensuring that the use of SINOVO's services is only carried out within the scope of what is legally permissible and, in particular, in compliance with all relevant legal regulations and official requirements. The customer hereby indemnifies SINOVO from any claims of third parties that may result from the violation of these obligations.

8.3 The customer is responsible for ensuring compliance with the recognized principles of data security.

8.4 The customer shall notify SINOVO immediately of any faults it recognizes in connection with SINOVO's services, including the detailed circumstances of their occurrence, their manifestation and their effects, and shall support SINOVO in the fault analysis to a reasonable extent.

If the fault analysis shows that SINOVO is not responsible for the fault, the customer shall reimburse SINOVO for the expenses incurred in accordance with SINOVO's current price list.

9. Services provided by SINOVO

9.1 SINOVO's services shall be agreed in the written contracts between the contracting parties.

9.2 Insofar as SINOVO offers additional services without separate remuneration, SINOVO reserves the right to discontinue these without the customer being entitled to any claims arising from this.

9.2 The services are provided by SINOVO against payment according to the respective valid price list. Deviations require a written agreement.

10. Warranty

10.1 Insofar as SINOVO acts as a service provider, there is no warranty obligation. Liability is limited exclusively to intent and gross negligence in the case of proven fault.

10.2 In other cases, in particular in the case of purchase or work services, SINOVO's warranty obligation shall be limited to the customer's right to rectify defects within 12 months of handover of the item. The customer must notify SINOVO in writing of any defects within 5 days of becoming aware of them.
After this period has expired, SINOVO is entitled to refuse the rectification without replacement.
In the event of rectification, SINOVO shall be entitled to three attempts at rectification before the customer can assert a right of conversion.

10.3 The warranty for warranted characteristics remains unaffected. Warranties by SINOVO must be made in writing to be effective.

11. Liability

11.1 SINOVO shall only be liable for damages of the customer for any legal reason - including delay, impossibility, poor performance and non-contractual liability - if the damage is based on the breach of a material contractual main obligation by SINOVO or was caused by SINOVO or its employees through gross negligence or willful misconduct or in case of damages of body, health or death. In the event of product liability legal regulations are applicable.

11.2 SINOVO shall in no case be liable for atypical and therefore hardly foreseeable damages. SINOVO shall also not be liable for damages if the customer could have avoided their occurrence by taking reasonable measures - in particular program and data backup and sufficient user training.

11.3 SINOVO assumes no responsibility and/or liability for the content transmitted when using SINOVO's Internet services. The customer is solely responsible for the admissibility of the content transmitted and received by him. He hereby indemnifies SINOVO from any claims of third parties that may arise from a violation of legal requirements for communication content.

11.4 SINOVO is not liable for indirect damages and financial losses, in particular not for loss of profit or unrealized savings.

11.5 In the event of liability on the part of SINOVO, the amount of liability shall be limited to the value of the underlying individual order. In the case of fixed-term contracts, the liability per calendar year is limited in total to the amount of the remuneration to be paid by the customer in the same period.

12. Confidentiality and data protection

12.1 Information that is made accessible to the contractual partner as a result of the business relationship and such information that can be classified as confidential under the circumstances must be treated as confidential. Confidential information may not be disclosed to unauthorized third parties and may only be used for expressly intended purposes. Both contracting parties undertake to comply with the provisions of the General Data Protection Regulation and other data protection laws. The parties shall also observe the rules of confidentiality.

12.2 The customer consents to the electronic storage and processing of his data by SINOVO for the purposes of this contractual relationship. He also agrees that SINOVO may store, process and use his data without restriction to the purposes of this contractual relationship, unless legitimate interests of the customer obviously conflict with this in a manner recognizable to SINOVO.

13. final provisions

13.1 The provisions of the respective individual contracts shall take precedence over these General Terms and Conditions. The General Terms and Conditions shall nevertheless apply in addition; also for future agreements between the contracting parties, even if no express reference is made to them.

13.2 The customer may only transfer rights from the contractual relationship with SINOVO to a third party with the prior written consent of SINOVO.

13.3 These General Terms and Conditions and the written provisions of the individual contracts fully reflect the agreements of the contracting parties. There are no ancillary agreements. Amendments and supplements to the contractual agreements must be made in writing by means of contract addenda, which also applies to this clause.

13.4 Should one or more provisions of the contractual agreements between the contracting parties be or become invalid, this shall not affect the validity of the remaining provisions. The contracting parties shall replace the invalid provision with a provision that comes as close as possible to the economic intent of the invalid provision in a permissible manner. Until then, such a provision shall be deemed to have been agreed. The same shall apply in the event of a loophole requiring regulation.

13.5 The place of jurisdiction for disputes in connection with the agreements between the contracting parties shall be Frankfurt am Main.

13.6 The agreements between the contracting parties shall be governed exclusively by German law.

SINOVO business solutions GmbH (HRB 46477)

Willy-Brandt-Str. 4

DE-61118 Bad Vilbel

ISO certification - SINOVO business solutions GmbH is ISO 9001:2015 certified.
The most recent certification was carried out by TÜV SÜD Management Service GmbH.

General Terms and Conditions of Use and Business of SINOVO health solutions GmbH

A. General conditions for the use of our offers

1. General Information

a) We would like to point out that the information, data and services presented cannot assume any therapeutic function and can in no case replace a visit to the medical doctor. In case of health problems, you should by all means consult a doctor you trust. Only the attending physician can make a diagnosis and initiate the necessary therapies.

Please note the following terms for the use of our offers and our separate privacy policy at https://diabetes.sinovo.net/frmPrivacy.aspx. By using the information, services and programs offered on our pages, the user declares his agreement with the conditions formulated here.

The following conditions apply to the use of the SiDiary software together with all other online offers on this website.

b) The Internet pages of SINOVO health solutions GmbH are subject to regular changes and additions which serve to update the information provided. SINOVO health solutions GmbH assumes no liability or guarantee for the topicality, correctness, completeness and availability of the information presented. The user can inform himself/herself about the status of information and data under sidiary.org. Information and data presented here serve the user exclusively for information purposes and for personal use. SINOVO health solutions GmbH is liable for direct or indirect financial losses, including lost profit, from the use of the information provided on these pages only in the case of intentional or grossly negligent conduct, as well as in cases of mandatory legal regulations. In the case of direct or indirect references to external Internet pages ("links") which are outside the area of responsibility of SINOVO health solutions GmbH, SINOVO health solutions GmbH only with knowledge of the contents and technical possibility and reasonableness to prevent the use in case of illegal contents.

c) SINOVO health solutions GmbH hereby expressly declares that at the time the links were created, no illegal content was discernible on the linked pages. The provider has no influence on the current and future design, content or authorship of the linked pages. He expressly dissociates himself from the contents of all linked pages which were changed after the link was set. This statement applies to all links and references set within the own Internet offer. For illegal, incorrect or incomplete contents and in particular for damages arising from the use or non-use of information presented in this way, the provider of the page to which reference is made is solely liable. The content of this website is protected by copyright. The storage of the content is only permitted for private purposes. Commercial use for further publication or free distribution is only permitted in agreement with SINOVO health solutions GmbH. All information is subject to updating. Interactive offers of these Internet pages cannot be constantly controlled. Users are obliged to observe the legal regulations. The SINOVO health solutions GmbH expressly reserves the right to delete illegal, offensive and inappropriate content. However, should you notice any content that you consider offensive, illegal or inappropriate, please notify us at webmaster@sinovo.de.

d) SINOVO health solutions GmbH does not guarantee that the contents meet the expectations of the user or that the user will achieve a certain goal with the contents. SINOVO health solutions GmbH does not guarantee that the portal will be available to the user at certain times. We therefore accept no liability in the event of malfunctions, interruptions or a possible failure of the portal. We point out that we do not adopt the contents of the MicroSites as well as the banners and other advertising spaces and do not assume any liability for them.

e) With questions, references or suggestions to these terms of use or to the internet offer of SINOVO health solutions GmbH, please send an e-mail to webmaster@sinovo.de

2. Data privacy

The protection of your personal data is important for SINOVO health solutions GmbH and is our central concern. SINOVO health solutions GmbH takes data protection seriously and designs its offer in accordance with the legal provisions for data protection. Details of our data protection guideline can be found at https://diabetes.sinovo.net/frmPrivacy.aspx, which contains the general terms and conditions of use and business of SINOVO health solutions GmbH in addition.

3. Intellectual Property

All copyrights, trademarks and any other intellectual property related to materials or contents of our services belong without restriction to SINOVO health solutions GmbH or our (license) partners. You may use, these materials or contents or copy, reproduce, transmit, distribute, modify or make them commercially usable only with written permission of SINOVO health solutions GmbH or our (license) partners.

By submitting materials to our services, we or our (licensed) partners have the non-exclusive right of use within our services and otherwise, which is permanently exempt from fees. The right of use also includes copying, distributing, sending, transmitting, adapting and editing the material.

4. Illegal use of the contents

The use of any personal data published in the offer of SINOVO health solutions GmbH for marketing purposes is prohibited. This includes the automatic as well as the manual reading of the contained data, especially data of SINOVO health solutions GmbH and any published data of third parties, as well as links to their Internet offers and e-mail addresses, names and other data. Violations will be prosecuted within the framework of the legal provisions.

B. Access and use of the services of the SiDiary online version and use of the SiDiary app of SINOVO health solutions GmbH

1. General Information

a) For the use of the services of SiDiary Online or the SiDiary App of SINOVO health solutions GmbH, an Internet connection is required. The user alone is responsible for the use of the necessary hardware. Any connection costs or transfer costs incurred shall be borne by the user. To use the SiDiary App, a mobile device is also required that meets certain system requirements. SINOVO health solutions GmbH is not responsible for compliance with the system requirements. This is the sole responsibility of the user.

The user is solely responsible for the correctness of the login information and user information provided during the registration at SINOVO health solutions GmbH.

The user is also responsible for keeping his access data including password secret. Passing on and making the access data and password accessible to or in front of third parties is not permitted. If access to the SiDiary App requires registration by the user, the user is responsible for ensuring that his password is not accessible to any third party. The user assumes responsibility for all actions that are carried out using his access data.

In case of unauthorized use of login and password or in case of security irregularities, the user is also advised to contact SINOVO health solutions GmbH to inform them.

Through the services of SiDiary Online-Version and SINOVO health solutions GmbH may not be transmitted any harassing, defamatory, racist, discriminatory, glorifying violence, obscene, pornographic or threatening content or any other illegal content.

Furthermore, SiDiary Software and all services of SINOVO health solutions GmbH cannot be used in a way that can lead to break-off, damage or reduced performance and violates the rights of third parties. This includes the right to intellectual property, the right to confidentiality and data protection provisions.

Consulting services such as the hotline of SINOVO health solutions GmbH or the central phone number are offers that can be reached via the listed contact data. The consultation offer cannot replace individual diagnoses, treatments or therapy recommendations, but can only provide general and abstract health information independent of the patient. Users of the counselling service are strongly advised to consult a doctor they trust with regard to their individual diagnosis and treatment and to discuss all measures relating to their health with him. 

SINOVO health solutions GmbH reserves the right to store information about the calls in the form of call notes. Fraudulent, malicious or fraudulent calls may result in criminal prosecution.

b) SINOVO health solutions GmbH provides all services in connection with the SiDiary Online Version or the SiDiary App service to users, physicians, patients or persons of trust (hereinafter: "Customer") exclusively on the basis of these General Terms and Conditions. Other General Terms and Conditions are only applicable if this has been agreed by SINOVO health solutions GmbH and is confirmed in individual contracts. SINOVO health solutions GmbH is entitled to amend or supplement these GTC with an appropriate period of notice. The announcement is made by e-mail by sending the amended GTC or by e-mail with a reference to the possibility of viewing the amended GTC on the Internet on the pages of SINOVO health solutions GmbH at https://diabetes.sinovo.net/frmPrivacy.aspx. If the customer does not object to the amended or supplemented conditions within six weeks of their publication on the Internet, the amended or supplementary conditions shall take effect. If the customer objects in due time, both contracting parties are entitled to terminate the contract at the point in time at which the amended or supplementary terms and conditions are to come into force.

c) The SiDiary App cannot be used by customers in France.

2. Type and execution of the services by SINOVO health solutions GmbH

a) The performance of SINOVO health solutions GmbH provides the SiDiary online version and the SiDiary App, an online data management system and diabetes diary for the customers, by means of which the diabetes values (e.g. blood sugar measured values, blood pressure measured values or insulin pump measured values) of the patients can be entered, managed and viewed from any location.

b) SINOVO health solutions GmbH does not provide the SiDiary Software or the SiDiary App for any medical activities, does not provide any therapeutic information and does not provide any services that can or should replace the activities of a physician.

c) Access to the SiDiary Online version is activated after conclusion of the contract with the customer.

d) If SINOVO health solutions GmbH provides voluntary services and benefits free of charge in addition to the contractual benefits mentioned in item 2 a), it may change or discontinue these services and benefits due to technical, legal or economic changes in the general conditions and considerations or offer services and benefits previously made available free of charge for a fee in the future.


SINOVO health solutions GmbH will inform the customer immediately, if the continued provision of voluntary services and benefits free of charge is endangered due to the aforementioned reasons. SINOVO health solutions GmbH will take the interests of the customer into account when assessing the period for hiring or alteration or the remuneration of these services and performances.

The customer has the right to give extraordinary notice of termination within 14 days after the announcement of the discontinuation, modification or remuneration of the voluntary services and performances. Further rights of the customer in connection with the discontinuation, modification or remuneration of voluntary services and performances are excluded.

3. Server availability, security

a) Server failures due to force majeure and due to events which SINOVO health solutions GmbH is not responsible for and which make their services considerably more difficult or impossible - in particular strikes, lockouts, official orders, disruptions to Telekom services or the Internet, excessive use of other users, attacks by hackers and/or "spammers", etc. - only entitle the customer to a reduction in payment if the obstruction is considerable and lasts for a not insignificant period. The customer is then entitled to reduce the current monthly fees and charges accordingly until the next termination date.

If the impediment exceeds an insignificant period and the customer cannot reasonably be expected to continue the contract until the next termination date for this reason, he has the right to terminate the contract extraordinarily and without observing a period of notice. The termination must be preceded by a threat of termination with a reasonable period of notice to remedy the reason for termination. The customer is not entitled to further rights, except in the case of intent, gross negligence or violation of an essential contractual obligation of SINOVO health solutions GmbH.

b) Data available in SiDiary Online can only be retrieved using the user ID and password (access data). The customer undertakes to keep this access data strictly confidential and to inform SINOVO health solutions GmbH as soon as it becomes aware that the access data are known to third parties in whole or in part. If, due to the fault of the customer, third parties are influenced by misuse of the access data on the stored data, including, among other things, their modification, deletion, downloading and forwarding, SINOVO health solutions GmbH accepts no liability for this. SINOVO health solutions GmbH is entitled in this case to block the user account and to give the customer a new password. Any reasonable costs incurred as a result are to be borne by the customer.

c) SINOVO health solutions GmbH expressly points out that the protection of data transmission in open networks, such as the Internet, cannot be fully guaranteed according to the current state of the art. Data stored on the servers of SINOVO health solutions GmbH may also be viewed and modified by other Internet users without authorization from a technical point of view. SINOVO health solutions GmbH has secured its servers against unauthorized access with proven and customary systems. A liability of SINOVO health solutions GmbH for interventions in the data stock which, despite the functionality of data protection provided by SINOVO health solutions GmbH, is excluded.

d) The customer is responsible for making a data backup to his own storage media (hard disk, floppy disk, etc.) in the event of changes to the data stock. In particular, health-relevant data fed into "SiDiary Online" must be additionally saved on your own storage media. Within the scope of his/her knowledge and abilities, the customer is obliged to test software for defect-free and usability in the concrete situation before he/she begins with the operative use of the program. This also applies to programs that the customer has purchased from SINOVO health solutions GmbH. In case of doubt, the customer must contact the technical support of SINOVO health solutions GmbH under (Tel. +49 (0)6101/590 90 99 / E-Mail: info@sinovo.de). The customer is expressly informed that even minor changes to the software can influence the operability and usability of the entire system.

e) SINOVO health solutions GmbH does not guarantee that the SiDiary App or its contents are compatible with the hardware and software of the customer's mobile device.

4. Conclusion of contract, termination of contract

a) The contract with SINOVO health solutions GmbH comes into effect by the customer filling out and sending the online form (https://diabetes.sinovo.net/frmRegister.aspx) upon receipt by SINOVO health solutions GmbH.

b) The contract is concluded for an indefinite period. The contractual relationship can be terminated by both parties without giving reasons with 30 days' notice to the end of the month.

c) The right to terminate the contract for good cause remains unaffected.

d) Any notice of termination must be in writing to be effective, which is also ensured by sending an e-mail to our e-mail address: info@sinovo.de.

e) The participation of physicians requires the registration as a physician and the verification as such.

5. Liability

Insofar as these GTC do not contain any separate provisions, the liability of SINOVO health solutions GmbH as regulated below:

a) SINOVO health solutions GmbH is not liable for damages caused by errors, delays or interruptions in transmission, malfunctions of technical equipment, incomplete data, viruses or in any other way during the use of the SiDiary App, provided that they are not based on intent and gross negligence.

b) SINOVO health solutions GmbH is only liable, if SINOVO health solutions GmbH or one of its vicarious agents has violated an essential contractual obligation (cardinal obligation) or the damage is due to gross negligence or intent of SINOVO health solutions GmbH or one of its employees or vicarious agents. The liability of SINOVO health solutions GmbH for damages to life, body or health as well as for guarantees shall remain unaffected.

c) The liability of SINOVO health solutions GmbH is limited in the cases of item 5 b) to the damage suffered by the customer, that was reasonably foreseeable at the time the contract was concluded for SINOVO health solutions GmbH.

6. Payment

a) If payment is agreed, it shall become due 14 days after invoicing. SINOVO health solutions GmbH may, at its discretion, postpone further processing of the current order until payment has been made or demand advance payments.

b) Unless otherwise agreed, the respective price list of SINOVO health solutions GmbH, can be accessed at https://diabetes.sinovo.net/frmPreisliste.aspx. 

7. Right of revocation

You have the right to revoke a contract within fourteen days without giving reasons. The revocation period is fourteen days from the date of conclusion of the contract, but not before you have received this instruction in writing and not before we have informed you in accordance with the requirements of Article 246a § 1 paragraph 2 sentence 1 number 1 EGBGB. In order to exercise your right of revocation, you must inform us - SINOVO health solutions GmbH, Willy-Brandt-Str. 4, 61118 Bad Vilbel, Gerrmany, Phone +49 6101 590 90 00, Fax +49/6109 500 4981, E-Mail: info@sinovo.de (e.g. as letter by post, fax or e-mail) that you withdraw from the contract. In order to comply with the revocation period, it is sufficient that you send the notice of the exercise of the revocation right before the expiry of the revocation period. See also Annex 1 (at the end of this document) for a communication.

8. Consequences of the revocation

If you revoke this contract, we shall reimburse you immediately for all payments we have received from you, since the conclusion of the contract and at the latest within fourteen days from the day on which we received notification of your revocation of this contract. We will use the same means of payment for the repayment as you used for the original transaction, unless expressly agreed otherwise with you. Under no circumstances will you be charged any fees in connection with the repayment. 

9. Final Clauses

a) There are no verbal amendatory agreements upon conclusion of the contract.

b) The law of the Federal Republic of Germany shall apply to the exclusion of the UN Convention on Contracts for the International Sale of Goods. Place of performance and jurisdiction for all disputes arising from and in connection with this contract is the registered office of SINOVO health solutions GmbH.

c) SINOVO health solutions GmbH points out that, in addition to ordinary legal recourse, you also have the possibility of an out-of-court settlement of disputes in accordance with Regulation (EU) No. 524/2013. Details can be found in Regulation (EU) No. 524/2013 and at the Internet address: https://eur-lex.europa.eu/legal-content/DE/ALL/?uri=CELEX:32013R0524. SINOVO health solutions GmbH is neither obliged nor prepared to participate in dispute resolution proceedings before a consumer arbitration board.

Status: December 2020

Appendix 1:

Model cancellation form

If you wish to cancel the contract, please complete and return this form:

– Recepient

SINOVO health solutions GmbH

Willy-Brandt-Straße 4

61118 Bad Vilbel

Germany

E-Mail: info@sinovo.de

– I/we (*) hereby revoke the contract concluded by me/us (*) for the purchase of the SiDiary Software

– Ordered on (*)/received on (*)

– Name of customer(s)

– Address of the costumer(s)

– Signature of the costumer(s) (only if communicated on paper)

– Date

(*) Delete as applicable.