Skillsive / EHS VR Terms of Service

Preamble

These Terms of Service (hereinafter referred to as "Terms") govern the use of the online platform available at skillsive.com and its associated virtual reality (VR) applications and other services (collectively referred to as the "Service" or "Platform"), provided by BHP VR SPÓŁKA Z OGRANICZONĄ ODPOWIEDZIALNOŚCIĄ with its registered office in Warsaw at ul. Ludowa 2/20, 00-780 Warszawa, Poland, entered into the National Court Register under KRS number 0000775079, NIP (Tax ID): 7551935718, REGON (Business ID): 382887375 (hereinafter referred to as the "Service Provider" or "BHP VR").

These Terms constitute a legal agreement between the Service Provider and the business entity or institution (hereinafter referred to as the "Client" or "Organization") that gains access to the Service based on a purchased Subscription or during a Trial Period.

Using the Service signifies acceptance of these Terms. The Client agrees to abide by its provisions. These Terms are always applicable, however, provisions contained in an individual agreement signed between the Service Provider and the Client shall prevail over conflicting provisions of these Terms.

1 Definitions

Terms used in these Terms shall have the following meaning:

1. Service Provider / BHP VR: BHP VR SPÓŁKA Z OGRANICZONĄ ODPOWIEDZIALNOŚCIĄ, NIP: 7551935718.
2. Client / Organization: A business entity, educational institution, or other organizational unit that has entered into an agreement with the Service Provider or uses the Service based on accepted Terms under a Subscription or Trial Period.
3. End User: A natural person (e.g., employee, student, trainee) authorized by the Client to use the VR Applications within the Client's Subscription.
4. Platform / Service: The SaaS (Software as a Service) system available online at skillsive.com, used for managing Subscriptions, VR Applications, End Users, training results, and associated VR Applications and other services provided by the Service Provider.
5. VR Applications / VR Courses: Software designed for use on VR Devices, offering interactive training and simulations, made available by the Service Provider under a Subscription.
6. VR Device: Virtual reality goggles (e.g., Meta Quest, HTC Vive, Pico) compatible with VR Applications, owned by the Client or made available by the Client to End Users.
7. Subscription: A paid right for the Client to use the Service within a specified scope (e.g., number of VR Devices, available VR Applications, completion limits) and for a specified period (typically annual, unless the agreement states otherwise) or perpetually, according to the chosen subscription plan and the Service Provider's current offer.
8. Trial Period: A time-limited (default 14 days, unless the offer states otherwise), free access to the Service granted to new Clients to familiarize themselves with its functionality.
9. Materials: All content, data, software, documentation, know-how provided as part of the Service.
10. Intellectual Property: All copyrights, patents, trademarks, trade secrets, and other intellectual property rights related to the Platform, VR Applications, and Materials.
11. Privacy Policy: A separate document outlining the principles of personal data processing by the Service Provider, available at [Insert Link to Privacy Policy here].
12. Terms: This document.

2 Subject Matter and Service Description

1. The subject of the agreement is the provision by the Service Provider to the Client of the Service consisting of access to the SaaS Platform and granting a license to use selected VR Applications, in accordance with the scope of the purchased Subscription or during the Trial Period.
2. The Service enables the Client to manage the training process of End Users using VR Applications, monitor their progress, and generate reports.

3 License

1. Under these Terms and provided the Client holds an active Subscription or is using the Trial Period, the Service Provider grants the Client a limited, non-exclusive, non-transferable, revocable license to use the Platform and VR Applications covered by the Subscription.
2. The license is granted solely to the Organization (Client) and authorizes the provision of VR Applications to End Users associated with the Client (e.g., employees, students) exclusively for training purposes, consistent with the intended use of the Service.
3. The Client does not have the right to sublicense, resell, rent, lease, or otherwise make the Service or VR Applications available to third parties without the express written consent of the Service Provider.
4. The Client agrees not to attempt to modify, adapt, translate, reverse engineer, decompile, disassemble, or create derivative works based on the Platform or VR Applications.
5. The license is territorially restricted to the country where it was purchased by the Client, unless an individual agreement or written consent from the Service Provider states otherwise. Using VR Applications outside the agreed territory requires additional arrangements.

4 Subscriptions, Access, and Payments

1. Use of the Service (outside the Trial Period) requires the Client to have an active, paid Subscription.
2. Various subscription plans are available (e.g., Standard, Pro, Enterprise, Educational, Custom, Full Custom), differing in the scope of available VR Applications, the limit of simultaneously active VR Devices, duration, and price, according to the Service Provider's current offer.
3. The detailed list of VR Applications available within a specific Client's Subscription is defined in the current commercial offer or individual agreement and is visible to the Client in the Platform panel.
4. Custom and Full Custom subscriptions are intended for Clients ordering dedicated VR Applications; their detailed scope is governed by an individual agreement.
5. Educational Subscriptions may be subject to separate terms (e.g., time limits), specified in the offer for the education sector or an individual agreement.
6. VR Device Limit: Each Subscription has a specified limit on the number of VR Devices on which VR Applications can be simultaneously run under that Subscription. The Client is responsible for managing licenses on individual devices (e.g., by "unpinning" them in the panel or application) and not exceeding the granted limit. Exceeding the limit constitutes a breach of these Terms.
7. The Subscription billing period is typically annual, paid in advance, unless an individual agreement states otherwise. Failure to make timely payments may result in suspension or blockage of access to the Service.
8. Detailed payment terms (prices, deadlines, methods) are specified in the commercial offer or individual agreement.

5 Trial Period

1. Each new Client (Organization) is entitled to a one-time free Trial Period to test the Service.
2. The standard duration of the Trial Period is 14 days (or another period specified in the current promotional offer or agreement), starting from the activation date.
3. An Organization may use the Trial Period only once, unless the Service Provider agrees to different terms.
4. The scope of functionality available during the Trial Period may be limited.
5. Upon completion of the Trial Period, access to the Service will be automatically blocked unless the Client purchases a paid Subscription.

6 Client Obligations

1. The Client is obliged to use the Service in accordance with its intended purpose, these Terms, applicable law, and good practice.
2. The Client is obliged to hold an active, paid Subscription (or be within the Trial Period) to legally use the Service. Using the Platform or VR Applications without a valid Subscription or after its expiration (even offline) is prohibited, constitutes a violation of the Service Provider's copyrights and these Terms.
3. The Client is responsible for providing and maintaining, at their own expense, compatible VR Devices and a suitable environment for their safe use by End Users.
4. The Client is responsible for the actions of all End Users to whom they have provided access to the VR Applications.
5. The Client is obliged to protect access credentials to the Platform (logins, passwords) and not share them with unauthorized persons.
6. The Client is obliged to adhere to the limits resulting from their Subscription (particularly the VR Device limit).
7. The Client undertakes to ensure that End Users are instructed on the safe use of VR Devices according to the hardware manufacturer's guidelines and safety rules (see 12).

7 Service Provider Rights and Obligations

1. The Service Provider undertakes to exercise due diligence to ensure the continuity and proper functioning of the Service, in accordance with the Subscription terms.
2. The Service Provider reserves the right to monitor the Client's use of the Service (including the number of active VR Devices, number of logins) to verify compliance with the Terms and detect potential misuse.
3. The Service Provider has the right to temporarily suspend the provision of the Service to perform maintenance or updates (see 9).
4. If the Service Provider identifies or reasonably suspects a breach of the Terms by the Client (e.g., exceeding device limits, using without a valid subscription, sharing with third parties, suspicion of offline misuse), the Service Provider has the right to: a) Request the Client to cease the violations. b) Temporarily suspend access to the Service. c) Block access to the Service or terminate the agreement with immediate effect in case of a material or repeated breach.

8 Offline Use

1. Some VR Applications may allow use in offline mode (without an active internet connection).
2. Using VR Applications offline is possible for a limited time, up to a maximum of 30 days since the last connection to the Platform.
3. After this period, to continue using the VR Applications (even offline), at least one connection of the VR Device to the internet is required to verify the license status and potentially synchronize data.

9 Updates and Maintenance

1. The Service Provider continuously develops the Platform and VR Applications, which may involve introducing software updates.
2. The Client is obliged to ensure that VR Applications installed on VR Devices are updated to the latest versions provided by the Service Provider. Failure to update may lead to problems with the Service's functionality or lack of access to new features.
3. The Service Provider reserves the right to carry out planned maintenance or introduce significant updates that may cause temporary interruptions in access to the Service. The Service Provider will endeavor to inform Clients about planned interruptions in advance and conduct them during off-peak hours (e.g., at night).
4. Despite exercising due diligence and conducting tests, the Service Provider does not exclude the possibility of errors or failures that may cause temporary unavailability of the Service. The introduction of offline capability aims, among other things, to minimize the impact of such events.

10 Intellectual Property

1. All intellectual property rights to the Platform, VR Applications, Materials, and the Service Provider's trademarks (Skillsive, EHS VR) belong exclusively to the Service Provider or its licensors.
2. These Terms and the license granted hereunder do not transfer any intellectual property rights to the Client, but only the right to use the Service within the scope defined in the Terms and the Subscription.

11 Personal Data Processing

1. The Service Provider processes the personal data of the Client (representatives) and may process the personal data of End Users (e.g., name, surname, email, employee ID, training results) on behalf of the Client (as a data processor).
2. The purposes and principles of personal data processing, legal bases, rights of data subjects, and security measures are described in detail in the Privacy Policy, available at [Insert Link to Privacy Policy here], which forms an integral part of these Terms.
3. If the Service Provider processes End User data on behalf of the Client, the Parties undertake to conclude a separate Data Processing Agreement compliant with GDPR requirements.

12 Liability and Disclaimers

1. The Service Provider is liable for non-performance or improper performance of the Service only in case of willful misconduct and within the limits of actual damage incurred by the Client, limited to the amount of the Subscription fee paid by the Client for the last 12 months (or a shorter period if the agreement lasts less).
2. The Service Provider shall not be liable for: a) Damages resulting from improper or non-compliant use of the Service by the Client or End Users. b) Damages resulting from force majeure events. c) Technical problems or limitations on the Client's side concerning hardware, VR Devices, software, or internet connection. d) Data loss caused by factors beyond the Service Provider's control or Client errors. e) Personal injury or property damage (including bodily harm or damage to VR Devices) arising from the physical use of VR Devices by End Users. The Client acknowledges that using VR technology requires exercising special caution and ensuring a safe physical space. End Users must strictly follow the operating instructions and safety recommendations provided by the VR Device manufacturer (e.g., Meta, HTC, Pico) and avoid sudden movements and interactions with the physical environment during VR sessions. The Client is responsible for training End Users in this regard and ensuring appropriate conditions.
3. The Service Provider supplies software (VR Applications) but is not the manufacturer or supplier of the hardware (VR Devices) and is not responsible for its defects, operation, or manner of use.

13 Term and Termination

1. The Service agreement is concluded for a definite period corresponding to the purchased Subscription period (typically one year) or for an indefinite period (in the case of perpetual subscriptions), unless an individual agreement states otherwise.
2. An agreement for a definite period is automatically renewed for subsequent periods (typically one year), unless the Client submits a notice of resignation before the end of the current Subscription period, according to the terms of the offer or agreement.
3. The Client may terminate the agreement with the notice period specified in the individual agreement or offer.
4. The Service Provider may terminate the agreement for valid reasons, such as a material breach of the Terms by the Client, non-payment, cessation of the Service, with an appropriate notice period or with immediate effect in cases specified in 7 section 4.
5. Termination of the agreement results in blocking access to the Service and may involve the deletion of Client data according to the Privacy Policy.

14 Governing Law and Dispute Resolution

1. The governing law for these Terms and agreements concluded based on them is Polish law.
2. Any disputes arising from the provision of the Service shall primarily be resolved amicably.
3. If an amicable resolution is not possible, the competent court for resolving the dispute shall be the common court territorially competent for the Service Provider's registered office.

15 Final Provisions

1. The Service Provider reserves the right to amend these Terms. Clients will be notified of any changes electronically (e.g., via email or a message on the Platform) with reasonable advance notice.
2. Amendments to the Terms shall enter into force on the date specified by the Service Provider, no sooner than 14 days from the date of notification to the Clients. Continued use of the Service after the amendments enter into force constitutes acceptance thereof.
3. If the Client does not accept the amendments to the Terms, the Client has the right to terminate the agreement before the amendments enter into force.
4. If any provision of the Terms is deemed invalid or ineffective, it shall not affect the validity of the remaining provisions.
5. Matters not regulated in these Terms shall be governed by the relevant provisions of Polish law.
6. The Privacy Policy and the Data Processing Agreement (if applicable) form an integral part of these Terms.
7. Provisions contained in an individual written agreement signed between the Service Provider and the Client shall prevail over the provisions of these Terms in case of any conflict.

16 Contact

Any questions regarding these Terms or the Service should be directed to the email address: [email protected] or in writing to the Service Provider's registered office address: BHP VR Sp. z o.o., ul. Ludowa 2/20, 00-780 Warszawa, Poland.