MOBILE APPLICATION END-USER LICENCE AGREEMENT (“TERMS”)

We Bayer AG of Kaiser-Wilhelm-Allee 1, 51373 Leverkusen, Germany licence you to use:

MagicScout mobile application software, the data supplied with the software, (hereinafter referred to as “App”) and any updates or supplements to it. This App has been developed by Bayer AG (hereinafter referred to as “Bayer us or we”) and is administered by the same; and

the service you connect to via the App and the content we provide to you through it (hereinafter referred to as “Service”) as permitted in these Terms.

Access to and use of the App and the Service are subject to the following Terms. Please do not use the App if you do not agree with these Terms.

  1. Your privacy

Under data protection legislation, we are required to provide you with certain information including who we are, how we process your personal data and for what purposes and your rights in relation to your personal data and how to exercise them. This information is provided in the Mobile Application Privacy Policy and it is important that you read that information.

  1. Google Play Store or Apple App Store's terms also apply

You can install the MagicScout App for free from the App Store or Google Play and get started right away. When the App is downloaded from the Google Play Store or Apple App Store, the conditions of the Google Play Store or Apple App Store additionally apply and must be observed by you.

  1. Operating System and Compatibility Requirements

This App requires an Android or Apple mobile phone or handheld device. Details of the compatibility requirements can be found on the app listing on Google Play or App Store.

  1. Support for the App and how to tell us about problems

    1. Support. If you want to learn more about the App or the Service or have any problems using them, please contact us directly at support@magicscout.app.

    2. Contacting us (including with complaints). If you think the App or the Service are faulty or misdescribed or wish to contact us for any other reason please email our customer service team at support@magicscout.app.

  2. How we will communicate with you. If we have to contact you, we will do so by email or via the MagicScout App.

  3. In return for your agreeing to comply with these terms you may:

    1. Download or stream a copy of the App onto a compatible Android or iOS device and view, use and display the App and the Service on such devices for your business purposes only.

    2. Use any Documentation to support your permitted use of the App and the Service.

    3. Receive and use any free supplementary software code or update of the App incorporating "patches" and corrections of errors as we may provide to you.

  4. You must be 18 or older and a business user to accept these terms and use the App.

  5. You may not transfer the App to someone else

We are giving you personally the right to use the App and the Service as set out above. You may not otherwise transfer the App or the Service to someone else, whether for money, for anything else or for free. If you sell any device on which the App is installed, you must remove the App from it.

  1. Changes to these terms

We may need to change these terms to reflect changes in law or best practice or to deal with additional features which we introduce.

If you do not accept the notified changes you may continue to use the App and the Service in accordance with the existing terms but certain new features may not be available to you.

  1. Update to the App and changes to the Service

From time to time we may automatically update the App and change the Service to improve performance, enhance functionality, reflect changes to the operating system or address security issues. Alternatively we may ask you to update the App for these reasons.

If you choose not to install such updates or if you opt out of automatic updates you may not be able to continue using the App and the Service.

The App will always work with the current or previous version of the operating system (as it may be updated from time to time) and match the description of it provided to you when you bought it.

  1. If someone else owns the phone or device you are using

If you download or stream the App onto any phone or other device this must be owned by you, as the App and Service are for business users only and licenced as such, unless in exceptional circumstances, then this must be pre-approved in writing by Bayer before downloading onto another device. You will be responsible for complying with these terms, whether or not you own the phone or other device.

  1. We are not responsible for other websites you link to

The App or any Service may contain links to other independent websites which are not provided by us. Such independent sites are not under our control, and we are not responsible for and have not checked and approved their content or their privacy policies (if any).

You will need to make your own independent judgement about whether to use any such independent sites, including whether to buy any products or service offered by them.

  1. Licence restrictions

    You agree that you will:

    1. except in the course of permitted sharing not, rent, lease, sub-licence, loan, provide, or otherwise make available, the App or the Service in any form, in whole or in part to any person without prior written consent from us;

    2. not copy the App, Documentation or Service, except as part of the normal use of the App or where it is necessary for the purpose of back-up or operational security;

    3. not translate, merge, adapt, vary, alter or modify, the whole or any part of the App, Documentation or Service nor permit the App or the Service or any part of them to be combined with, or become incorporated in, any other programs, except as necessary to use the App and the Service on devices as permitted in these terms;

    4. not disassemble, de-compile, reverse engineer or create derivative works based on the whole or any part of the App or the Service nor attempt to do any such things, except to the extent that (by virtue of sections 50B and 296A of the Copyright, Designs and Patents Act 1988) such actions cannot be prohibited because they are necessary to decompile the App to obtain the information necessary to create an independent program that can be operated with the App or with another program (Permitted Objective), and provided that the information obtained by you during such activities:

    5. not disclose or communicate without the licensor’s prior written consent to any third party to whom it is not necessary to disclose or communicate it in order to achieve the Permitted Objective; and

    6. is not used to create any software that is substantially similar in its expression to the App;

    7. is kept secure; and

    8. is used only for the Permitted Objective;

    9. comply with all applicable technology control or export laws and regulations that apply to the technology used or supported by the App or any Service.

  2. Acceptable use restrictions

You must:

  1. not use the App or any Service in any unlawful manner, for any unlawful purpose, or in any manner inconsistent with these terms, or act fraudulently or maliciously, for example, by hacking into or inserting malicious code, such as viruses, or harmful data, into the App, any Service or any operating system;

  2. not infringe our intellectual property rights or those of any third party in relation to your use of the App or any Service, including by the submission of any material (to the extent that such use is not licenced by these terms);

  3. not transmit any material that is defamatory, offensive, or otherwise objectionable in relation to your use of the App or any Service;

  4. not use the App or any Service in a way that could damage, disable, overburden, impair or compromise our systems or security or interfere with other users; and

  5. not collect or harvest any information or data from any Service or our systems or attempt to decipher any transmissions to or from the servers running any Service.

  1. Intellectual property rights

All intellectual property rights in the App, the Documentation and the Service throughout the world belong to Bayer and the rights in the App and the Service are licenced (not sold) to you. You have no intellectual property rights in, or to, the App, the Documentation, or the Service other than the right to use them in accordance with these terms.

  1. We do not exclude or limit in any way our liability to you where it would be unlawful to do so. This includes liability for death or personal injury caused by our negligence or the negligence of our employees, agents or subcontractors or for fraud or fraudulent misrepresentation.

  2. When we are liable for damage to your property

    If defective digital content that we have supplied damages a device or digital content belonging to you, we will either repair the damage or pay you compensation. However, we will not be liable for damage that you could have avoided by following our advice to apply an update offered to you free of charge or for damage that was caused by you failing to correctly follow installation instructions or to have in place the minimum system requirements advised by us.

  3. We are not liable for business losses

    The App is designed for business purposes only and we will have no liability to you for any loss of profit, loss of business, business interruption, or loss of business opportunity.

  4. Limitations to the App and the Service

    1. The App helps determine various problems in the field using image recognition. Depending on the region and the application, these may be weeds, diseases or pest traps e.g. yellow traps or glue traps. Based on the image and metadata (which also includes GPS data) transmitted by users, the App offers a decision support tool. To this end, the App provides certain probabilities for each image on the type and/or number of the species but cannot make a conclusive assessment. You remain solely responsible for making this decision.

    2. Please note the following restrictions to which the decision guidance generated by the App is subject: The decision guidance is generated by highly complex algorithms. However, an algorithm is of course unable to map every special feature of the individual case. In other words, the App merely offers the best possible approximation to tailored decision guidance.

    3. The algorithms are constantly trained using new and updated data which forms the basis for the decision guidance. Bayer compiles this data with professional care to the best of its knowledge, but cannot guarantee the correctness, completeness and timeliness of the data. Errors in a data record may lead to unreliable decision guidance.

  5. Subject to clause 16, Bayer therefore accepts no liability, either expressly or impliedly, for the correctness, completeness and timeliness of the information and decision guidance contained in this App.

    1. We therefore recommend that you check all the information you obtain from this App prior to using it in whatever form. Should you require any recommendations or information on this App, please contact us directly at support@magicscout.app. You as a user of this App declare that you agree to access the App and its content at your own risk.

    2. Neither Bayer nor third parties involved in the writing, production or transmission of this App can be held liable for damage or injury resulting from access or the impossibility of access, or from the use or impossibility of use, of this App or from the fact that you have relied on information given in this App.

  6. Content supplied by yourself

21.1 You are fully responsible for all images and other information that you or third parties, to whom you have given access to the App, send to Bayer, especially for the non-violation of any third-party rights. We therefore ask you to only submit photos from or of areas that you lawfully own, or for which you have obtained explicit authorisation to access and photograph.

  1. You release Bayer from all claims made against Bayer by third parties due to a violation of their rights through content posted by you or third parties, to whom you have granted access to the App.

  2. You hereby acknowledge and agree that Bayer may use the information that you or third parties, to whom you have given access to the App, make available in the App, or which is generated by the App, such as image files, where and when the images were taken, usage statistics and other data related to the creation of images and information as well as use of the App (“Licenced data”) after anonymisation for any business purpose of the Bayer Group, such as the development, production, improvement and/or marketing of products or service, and may reproduce this licenced data and make it available to third parties without restrictions (including, for the purpose of continuous improvement of algorithms in the area of digital agriculture). For this purpose, you will grant Bayer an irrevocable, worldwide, non-exclusive, royalty-free, sublicensable licence to use the licenced data.

  3. Please back-up content and data used with the App. We recommend that you back up any content and data used in connection with the App, to protect yourself in case of problems with the App or the Service.

  1. Check that the App and the Service are suitable for you. The App and the Service have not been developed to meet your individual requirements. Please check that the facilities and functions of the App and the Service as described on the App store site.

  2. We are not responsible for events outside our control. If our provision of the Service or support for the App or the Service is delayed by an event outside our control then we will contact you as soon as possible to let you know and we will take steps to minimise the effect of the delay. Provided we do this we will not be liable for delays caused by the event but if there is a risk of substantial delay you may contact us to end your contract with us and receive a refund for any Service you have paid for but not received.

  3. We may end your rights to use the App and the Service if you break these terms

24.1 We may end your rights to use the App and Service at any time by contacting you if you have broken these terms in a serious way. If what you have done can be put right, we will give you a reasonable opportunity to do so.

  1. If we end your rights to use the App and Service:

    1. You must stop all activities authorised by these terms, including your use of the App and any Service.

    2. You must delete or remove the App from all devices in your possession and immediately destroy all copies of the App which you have and confirm to us that you have done this.

    3. We may remotely access your devices and remove the App from them and cease providing you with access to the Service.

  1. We may transfer this agreement to someone else

We may transfer our rights and obligations under these terms to another organisation. We will always tell you in writing if this happens and we will ensure that the transfer will not affect your rights under the contract.

  1. You need our consent to transfer your rights to someone else

You may only transfer your rights or your obligations under these terms to another person if we agree in writing.

  1. No rights for third parties

This agreement does not give rise to any rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of this agreement.

  1. If a court finds part of this contract illegal, the rest will continue in force

Each of the paragraphs of these terms operates separately. If any court or relevant authority decides that any of them are unlawful, the remaining paragraphs will remain in full force and effect.

  1. If we delay in enforcing this contract, we can still enforce it later

Even if we delay in enforcing this agreement, we can still enforce it later. If we do not insist immediately that you do anything you are required to do under these terms, or if we delay in taking steps against you in respect of your breaking this agreement, that will not mean that you do not have to do those things and it will not prevent us taking steps against you at a later date.

  1. Which laws apply to this agreement and where you may bring legal proceedings

These terms are governed by the laws of the Federal Republic of Germany. Each party irrevocably agrees to submit all disputes arising out of or in connection with these terms to the exclusive jurisdiction of the courts in the Federal Republic of Germany.

Edition June 2024