These Service Terms and Conditions set out the terms upon which the Company will deliver its products and/or services to you.
These terms and conditions apply to all use of the PeakData Platform and/or Data Services. Your accessing and using of these Services indicates your understanding, agreement to and acceptance of the full Terms and Conditions contained herein.
Last updated – October 2024
1. Definitions
1.1. The following definitions shall apply:
1.1.1. “Company” refers to PeakData the provider of the data services described herein.
1.1.2. “Customer” refers to any individual, company, or entity purchasing services from the Company.
1.1.3. “HCPs” means Healthcare Professionals whose data or profiles are processed and supplied to or by the Company.
1.1.4. “Platform” refers to the online system used to deliver the Company’s data services.
1.1.5. “Data” means any information, profiles, or insights provided by the Company, including data on HCPs, market research, or enriched customer datasets.
1.1.6. “Services” refers to the various data-related activities provided by the Company, including data enrichment, HCP identification, profile creation, market research, and analysis.
1.1.7. “Agreement” refers to a mutual understanding between parties, where they express consent to specific terms and conditions, creating legal obligations enforceable.
1.1.8. “Background IP” means Intellectual Property owned, licensed, or held.
1.1.9. “Project Data” refers to aggregative and de-identified data that may be based on The Customer’s Background IP.
2. Scope of Services
2.1. The specific scope of services to be provided by the Company will be detailed in the individual Statement of Work (SOW) agreed upon between the Company and the Customer. The SOW will define the nature, deliverables, and terms of the services, including any data enrichment, HCP identification, market research, or analysis services required by the Customer.
2.2. The Services may be delivered through various methods, including but not limited to online access via the Company’s platform, email delivery, or secure file transfer, as agreed upon by both parties.
3. Access to the PeakData Platform
3.1. As part of the agreed Services, PeakData will provide Customers with access to the PeakData Platform as Software as a Service (SaaS) for use via the Internet in accordance with the Agreement. The contractual use includes access to the Platform via an Internet browser, as well as the input, processing and retrieval of a subset of data via the Platform. The Platform is operated exclusively on the systems of PeakData.
3.2. PeakData will create a Customer Administrator account with which customer can create sub-accounts for its employees. The Customer Administrator account comes with special rights and responsibilities. Each sub-account is to be assigned to only one person. The total number of accounts is limited according to the SOW.
4. Access to and usage of the Platform depends on prior registration of the User. After the Customer has obtained and provided the necessary license for the User, the User shall provide required information, as set out on the Platform, and individual login data which are password-protected.
4.1. PeakData takes reasonable measures to enable the availability of the Platform.
5. Customer Obligations
5.1. In order for PeakData to properly provide the Services, the Customer must properly fulfill the co-operation obligations set out in these Terms and Conditions. In particular, the Customer must fulfill the following obligations to co-operate:
5.1.1. Use the Platform exclusively within the framework of the functions provided.
5.1.2. Take care that all the technical requirements are met in his sphere of influence so as to enable and maintain access to the Platform.
5.1.3. The Customer’s Users are obliged to keep their login credentials confidential and to notify PeakData immediately in the event of unauthorised access or use of the Account. This includes, in particular, to keep the access data to the Platform secret and to access the Platform only via secure IT systems and secure internet connections.
5.1.4. Access to the Platform, by third-parties is prohibited without prior explicit consent from PeakData.
5.1.5. The customer shall bear in mind that access to the platform is for human interaction only. The Customer acknowledges that the Platform may not be accessed by bots or for computational means except with explicit or express permission of PeakData.
5.1.6. Perform regular access reviews of their users, and shall notify PeakData when a user accounts to PeakData’s platform should be deleted.
5.1.7. Regularly perform comprehensive backups of the information/ data to be processed via the Platform provided by him. The performance of data backups for such information is not part of the services to be provided by PeakData.
5.1.8. Comply with all applicable laws in connection with its use of the Platform, including but not limited to those laws related to data privacy, international communications and the transmission of technical or personal data.
5.1.9. The Customer shall not upload, post, reproduce or distribute any information, software or other material protected by copyright, privacy rights, or any other intellectual property right without first obtaining the permission of the owner of such rights.
5.2. If the Customer is responsible for causes that delay, limit or hinder the performance of the Services, PeakData is released from providing the Services as long as the causes exist. If the cause ceases to exist, PeakData shall begin to provide the Services again within a reasonable time. The Customer is not entitled to claim damages for delay in these cases. Further rights on the part of PeakData remain unaffected by the above provisions.
6. Intellectual Property and Rights of Use
6.1. For the avoidance of doubt, PeakData’s Background IP shall include the PeakData Platform, including all software, programming code, algorithms, designs, database, and other rights relating to the Platform, as well as any extensions thereof during the performance of the Services. PeakData shall retain ownership of its Background IP and the Customer shall not acquire any right of ownership over the Background IP.
6.2. PeakData shall own and retain all rights in or relating to any data it creates, generates, collects or obtains during the provision of the Services, including (without limitation) all and any enrichment data or information gathered or generated in the course of the Services, including aggregative and de-identified data that may be based on The Customer’s Background IP (together, “Project Data”). PeakData may use the Project Data e.g. for purposes such as benchmarking, training of algorithms and improving its services and products.
6.3. The Customer has no right to duplicate, decompile, modify or make a backup copy of the Platform software (i.e. PeakData’s Background IP) in its entirety or of individual parts, unless this is mandatorily required by law. The Customer is also not entitled to transfer any accompanying materials to third parties without the prior written consent of PeakData.
6.4. The right to use the Platform shall include the right to search in, read and access the set of information / data (including the Project Data) for which respective license fees were paid within the scope of the Platform’s functionalities and the right to use, execute and display the Platform. The Customer may only use the Platform and the information / data (including the Project Data) contained therein for its internal business purposes, i.e. to select and contact HCP/Experts, to discover potential customers, to contact the representatives in charge of (potential) customers and to keep track of (potential) customers.
6.5. All rights in or relating to the aggregated summary report (including the Project Data) shall be owned and retained by PeakData, but, subject to payment of all applicable Fees, the Customer shall be granted a non-exclusive, worldwide, non-transferable and non-assignable license to use the aggregated summary report for the purposes described in this Agreement which includes the permanent archiving and use of the downloaded aggregated summary report even after fulfilment of the Services.
6.6. The Customer hereby grants PeakData the non-exclusive, unrestricted right to use his Background IP including data and information on HCPs and related persons made available to PeakData in the course of the Services.
7. Data Protection and Security
7.1. The Customer’s use of the data and the Platform must comply with applicable privacy and data protection laws in their jurisdiction.
7.2. The Customer shall comply with PeakData’s Data Processing Agreement, available on its website.
7.3. Both Parties shall implement and maintain documented security measures to protect the availability, confidentiality and integrity of the shared personal data each Party handles. They shall establish appropriate measures and protocols for safeguarding personal data and responding to security incidents.
8. Fees and Payments
8.1. Any fees for accessing the Services will be outlined in the SOW or pricing agreement. Payment terms, billing cycles, and due dates will be detailed accordingly.
8.2. Failure to make timely payments may result in suspension or termination of access to the Platform.
9. Warranties and Disclaimers
9.1. PeakData provides the Service “as is” and makes no warranties, express or implied, regarding the accuracy, completeness, reliability, or availability of the Platform or the Data.
9.2. PeakData expressly disclaims all warranties of merchantability, fitness for a particular purpose, or non-infringement.
9.3. While reasonable efforts will be made to ensure the Platform is available 24/7, PeakData does not guarantee uninterrupted access and may temporarily suspend the Service for maintenance or updates.
10. Limitation of Liability
10.1. To the maximum extent permitted by law, PeakData shall not be liable for any direct, indirect, incidental, special, consequential, or punitive damages arising out of or relating to the Customer’s use or inability to use the Platform or Data.
10.2. The total liability of PeakData for any claims arising out of this Agreement shall be limited to the amount paid by the Customer for the Service in the 12 months preceding the claim.
11. Termination
11.1. Termination of the Services will be governed by the associated SOW.
11.2. PeakData reserves the right to terminate or suspend access to the Platform without notice
if the Customer breaches any of the Terms and Conditions.
11.3. Upon termination, the Customer’s access to the Platform and Data will be revoked, and no further use of the Service is permitted.
12. Governing Laws
12.1. These terms and conditions are created and ruled in compliance with the laws of Switzerland without reference to conflict of laws principles. The Customer has the right to bring legal actions against PeakData in his/her country of residence as stipulated in the Consumer Rights Legislation.
13. Notification of Changes
13.1. PeakData reserves the right to amend these Service Terms and Conditions from time to time. Customers will be notified of significant changes and will have the option to terminate the Agreement if the changes materially affect their use of the Service.