1. Introduction / Scope

1.1. The following terms of use (hereinafter “Terms”) shall apply to all business relationships between Pflegenavi GmbH, FN 542257m, Ruster Straße 75/3, A-7000 Eisenstadt (hereinafter “Pflegenavi”), and its respective Contractual Partners (as defined below).

1.2. Pflegenavi links various stakeholders in the nursing home ecosystem and creates an innovative solution in the administrative area in the nursing and care sector. In particular, the linkage includes stationary nursing and care facilities and other facilities in the area of mobile care, care for people with disabilities or people in need of help (hereinafter “Institutions”), care recipients (hereinafter “Residents”) and their relatives or other authorized representatives (e.g. legal custodians, agent) (hereinafter “Representatives”) as well as service providers of the residents (hereinafter “Service Providers”). Pflegenavi provides users - Institutions, Representatives and Service Providers – with the following applications (hereinafter referred to individually or collectively as the “Application(s)”): (i) Business Webapp, (ii) Family Member Webapp, and (iii) Service Provider Webapp (hereinafter collectively the “Webapps”) as well as (iv) Business Mobile App, (v) Family Member Mobile App and (vi) Service Provider Mobile App (hereinafter collectively the “Mobile Apps”).

1.3. The term “Contractual Partner” of Pflegenavi includes (i) Institutions or their supporting organizations, (ii) Residents or Representatives, and (iii) Service Providers. The term “User” means (i) in the case of Institutions and Service Providers, himself/herself or a natural person clearly designated by the Contractual Partner who is an employee or in another instruction relationship with the Contractual Partner and who is entitled to use the Applications on the basis of a license acquired by the Contractual Partner, (ii) in the case of Residents or Representatives, the User himself/herself.

1.4. The Terms regulate the rights and obligations as well as the conditions in connection with the use of the Applications provided by Pflegenavi.

1.5. The personal designations used in these Terms and the applications refer equally to female, male and diverse persons. Double naming and gendered designations are avoided in favor of better readability and user-friendliness.

2. Use of the Applications

General / Registration obligation

2.1. All Applications can only be used by Users upon Registration.
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2.2. The use of the Applications by Institutions is subject to a separate agreement, the provisions of which shall take precedence over the provisions of these Terms in the event of contradictions.

‍2.3. The use of the Applications by Residents, Representatives and Service Providers requires registration and activation by the Institutions or Pflegenavi.

Payment Service Provider

2.4. Pflegenavi works together with “Mangopay” (Mangopay SA, B173459, 2 Avenue Amélie, L-1125 Luxembourg), a licensed electronic money institution in Luxembourg regulated by the Commission de Surveillance du Secteur Financier in Luxembourg, and “Stripe” (Stripe Payments Europe Limited, 1 Grand Canal Street Lower, Grand Canal Dock, Dublin, D02 H210, Ireland) (Mangopay and Stripe together hereinafter the “PSP”) as payment service providers. At no time are third-party funds in the sphere of Pflegenavi. All payment transactions in connection with the use of the Applications are made via a PSP using the SEPA direct debit procedure. Other payment methods (e.g. credit cards) are not available.
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2.5. Each Contractual Partner and User hereby also agrees to Mangopay's General Terms and Conditions, available at the following link: https://mangopay.com/terms/payment-services_EN_2024_02.pdf.

Pflegenavi Wallets

2.6. Pflegenavi offers the processing of transactions via e-wallets using the regulatory infrastructure of Mangopay for the handling of deposit funds. A separate e-wallet, an electronic wallet (hereinafter “Pflegenavi Wallet”) is created for each Institution, Resident or Representative and Service Provider.
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2.7. Residents, Representatives, Institutions and other third parties may make deposits (hereinafter referred to as “Payins”) to the Pflegenavi Wallet of Residents or Representatives in accordance with these Terms. As a rule, Payins are initiated automatically after the Pflegenavi Wallet of a specific Resident or Representative falls below a threshold value defined by the facility (e.g. EUR 100) or upon corresponding instruction by a User in the Family Apps.
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2.8. Invoices issued by a Service Provider are released after confirmation by the Institutions. The invoice amounts are then deducted from the respective Pflegenavi Wallet of the Residents or Representatives concerned and credited to the Pflegenavi Wallet of the Service Provider.  
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2.9. Payouts from the Pflegenavi Wallet (hereinafter “Payouts”) to a regular bank account are only possible after successful completion of the KYC/KYB procedure. Payouts from a Pflegenavi Wallet of a Resident or Representative also require approval by Pflegenavi and/or the Institutions. This does not apply if mandatory legal regulations (dispute of a SEPA direct debit transaction) or regulations in Mangopay's General Terms and Conditions stipulate otherwise.
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2.10. Payouts from a Service Provider's Pflegenavi Wallet to their regular bank account shall be made at periodic intervals, which shall be determined by Pflegenavi in consultation with the Institution in each individual case.

Payments via SEPA Direct Debit

2.11. The SEPA direct debit scheme offers bank account holders a dispute procedure to contest payments. For a period of eight weeks after being debited from the account, an account holder can dispute a payment via their bank without further questions. All payment disputes during this period are automatically recognized. A failed payment can occur if the customer's bank is unable to debit their account due to a problem (e.g. if the account is blocked or does not have sufficient funds).
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2.12. Pflegenavi complies with all applicable regulations with regard to payment transactions processed via Stripe, in particular PCI, security and other industry standards.

KYC/KYB Procedure

2.13. “Know Your Customer” (KYC) and “Know Your Business” (KYB) is a procedure based on regulations to combat money laundering and terrorist financing, in the course of which the identity and suitability of persons for the use of Pflegenavi Wallets and payment processing is verified in accordance with Mangopay's specifications. The collection and processing of data for the purpose of carrying out the KYC/KYB procedure is carried out by Mangopay. The procedure serves to comply with the following legal obligations: (i) Article 3 (2) (a) of the Luxembourg Law of November 12, 2004 on combating money laundering and terrorist financing and (ii) Article 16 (1) and Article 18 of CSSF Regulation No. 12-02 of December 14, 2012 on combating money laundering and terrorist financing. KYC/KYB. For details and background information on the KYC/KYB procedure, please contact Pflegenavi Support.
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2.14. Pflegenavi has integrated the Mangopay API in order to comply with the aforementioned requirements.

2.15. Residents and Representatives are subject to a KYC check if Payouts are to be made from their Pflegenavi Wallets.

2.16. Institutions and Service providers are subject to a KYB check. In particular, the business information and the identity of the authorized representative and the beneficial owners on the basis of physical and/or electronic documents or information are identified and verified. In addition, It shall be ensured that the counterparty is not: (a) listed on sanctions lists or involved in transactions involving the transfer, payment, export, withdrawal of or other dealing in property or interests in property of a company listed on such a sanctions list; (b) associated with media allegations or other negative press. It shall also be checked whether an individual is a politically exposed person (PEP), in which case enhanced scrutiny will be applied.

2.17. Institutions and Service Providers must provide the following documents when initiating business: (a) individuals - official photo ID; (b) companies - official photo ID of an authorized representative body, certified certificate of incorporation or national equivalent and extract from the company register.
In addition, in relation to companies, we verify the business information and the identity of the beneficial owners (including the UBO) by means of physical and/or electronic documents (official ID, e.g. passport) or information.

Miscellaneous

2.18. The User shall be responsible for the use of the Applications, the proper and lawful processing of data within the Applications, their accuracy and the results achieved within the Applications.
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2.19. The Applications may not be made available to third parties without the prior written consent of Pflegenavi.

2.20. The User shall be obliged to use the latest available version of the Applications, which shall be made available automatically by Pflegenavi. The Aser shall be solely responsible for adjustments and updates to individual settings.

2.21. Users automatically receive access to updates and patches during the contract period. Critical security updates are prioritized and Users are informed immediately. In the event of errors or malfunctions of the Applications, the Pflegenavi support team is available at help@pflegenavi.at. User inquiries are usually answered within 24 hours. In the event of problems or delays, the User is informed proactively. Feedback from Users is used to continuously improve the applications.

2.22. The User is obliged to comply with appropriate technical and organizational security standards and not to misuse the Applications (e.g. introduction of malware, circumvention of protection mechanisms).

2.23. The User warrants that the processing of the data entered by him/her in the Applications does not infringe the rights of third parties or otherwise violate applicable law and shall fully indemnify and hold Pflegenavi harmless in this respect.

2.24. The User shall not be entitled to make copies of the Applications of any kind, unless otherwise agreed in writing with Pflegenavi. This also includes outputting the program code to a printer, photocopying the documentation or parts thereof. Excluded from this provision is the output of reports.

2.25. The User shall not be permitted to reverse Engineer the applications, trade secrets and/or other confidential information in accordance with Section 26d para 2 no. 2 of the Austrian Act Against Unfair Competition (UWG).

2.26. The Applications have protective notices (such as copyright notices and other legal reservations) that refer to the author of the Applications. These protective notices must be retained unchanged and may not be changed, removed or otherwise made unrecognizable.

3. Access Data / Access Protection

3.1. When using the Applications for the first time, a specific User is assigned access data consisting of a user name / e-mail address and password, which the User can use to access or use the Application.

3.2. The User shall be obliged to take all necessary measures to protect all access data (in particular user name, password) from unauthorized access by third parties and to keep them secret. If the User becomes aware of any misuse of the access data or if the User has even a suspicion of such misuse, the User shall be obliged to inform Pflegenavi immediately. Any action taken via the User's account in question shall be attributed to the User until misuse is reported.

3.3. The User shall be fully liable for any third-party use of his customer account caused by the user. In particular, the User must allow himself to be held responsible for third-party use if he has enabled the unauthorized use of his account even through negligence.

3.4. Without the express written consent of Pflegenavi, the access data assigned to a User may not be rented, leased, lent, sublicensed or otherwise made available to a third party.

4. Remuneration and Payment Modalities

4.1. The use of the Applications by Residents, Representatives and Service Providers is free of charge in relation to Pflegenavi; in particular, Pflegenavi does not charge them any fees or costs for the use of the Applications or the Pflegenavi Wallets. The fee to be paid to Pflegenavi by the Institutions shall be governed by a separate agreement.

4.2. All fees are net fees, plus any applicable statutory value added tax. Fees are settled exclusively in the “Euro” currency.

4.3. Offsetting against counterclaims of any kind whatsoever is excluded.

5. Terms and Termination

5.1. The contract between the User and Pflegenavi shall be entered into for an indefinite period. Each Contractual Partner shall have the right to terminate the contract by giving 4 weeks' notice to the last day of each month (ordinary termination). Notice of termination must be given by e-mail. Both Contractual Partners are entitled to terminate the contract for good cause with immediate effect.

5.2. Pflegenavi shall be entitled to terminate a contract at any time without notice, with regard to the entire contract or individual parts thereof, if there is good cause. Good cause shall be deemed to exist in particular if (i) the User violates official regulations or the provisions of these Terms, or (ii) the User takes or has taken actions detrimental to Pflegenavi; in particular, if the User has entered into agreements with other companies that are detrimental to Pflegenavi, contrary to public decency or the principle of competition.

5.3. In the event of a premature termination of the contractual relationship due to cause by Pflegenavi within the meaning of this point, Pflegenavi shall not be obliged to refund any advance payments made by the User.

6. Warrant and Liability

6.1. Pflegenavi warrants the proper operation of the Applications under regular conditions.

6.2. All limitations and restrictions of liability stated herein shall not apply to cases of culpable injury to life, limb or health of natural persons by Pflegenavi, nor to Pflegenavi's mandatory liability under the Product Liability Act. Pflegenavi shall only be liable for any claims for damages due to intentional or blatantly grossly negligent behavior. Liability for simple gross and slight negligence as well as compensation for consequential damages and financial losses, in particular damages due to a technical failure as well as damages due to failures caused by the effects of force majeure and damages arising from third-party claims, are excluded to the extent permitted by law.

6.3. The User shall be responsible for backing up his/her data and documents; Pflegenavi shall not be liable for any loss of data or documents whatsoever.
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6.4. Pflegenavi shall not be liable for the correct entry of data; in particular, Pflegenavi shall not be liable for the correctness of e-mail addresses entered by Users to which documents are sent.

6.5. Any burden of proof with regard to warranty claims or claims for damages shall be borne by the User. Section 924 2nd sentence of the Austrian General Civil Code (ABGB) shall not apply.

7. Blocking and Deletion of Users

7.1. Pflegenavi reserves the right to refuse, block or delete a User's access to the platform at any time, in particular if Pflegenavi becomes aware or has justified concerns that
i) the User has provided incorrect or incomplete information, in particular with regard to their personal data;
ii) the information provided by the User cannot be verified or confirmed;
iii) the verification of the User's legal compliance indicates irregularities;
iv) the User violates fundamental provisions of these Terms; or
v) the user engages in behavior that could have a detrimental effect on Pflegenavi and impair the use of the Applications.
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7.2. In the event of blocking or removal within the meaning of this provision, Pflegenavi shall not be obliged to refund any advance payments made by a User.

8. Intellectual Property Rights

In accordance with the statutory provisions, the User shall be liable for ensuring that the use of the uploaded documents does not infringe any intellectual property rights, including trademark, design, patent or any other property rights, copyrights or business or trade secrets of third parties, whether domestic or abroad. Furthermore, the User undertakes to fully indemnify and hold Pflegenavi harmless in the event of an infringement of such (intellectual property) rights of third parties.

9. Confidentiality

9.1. The Contractual Partners undertake to treat all confidential data and information as well as business secrets of the other Contractual Partner arising from or in connection with the use of the Applications as confidential vis-à-vis third parties and not to disclose them to third parties, unless they are subject to a duty of disclosure in judicial or administrative proceedings.

9.2. The Contractual Partners undertake, where applicable, to impose the confidentiality obligation set out in clause 9.1 on their respective employees, vicarious agents and other persons attributable to them in connection with the performance of the contract.

9.3. The confidentiality obligation agreed in this clause 9 shall remain in force without time limit even after termination of the contract.

10. Data Protection

10.1. Data protection is important to Pflegenavi. Information on the subject of data protection can be found in the privacy policy, which can be accessed directly in the profile by clicking on the relevant button.

10.2. By giving his/her consent to the use of the Applications on the basis of these Terms, a Representative agrees that the data initially collected and processed by him/her by an Institution or Pflegenavi (in particular name, e-mail address, possibly also telephone number and address) may also be processed in the event that the Representative acts as a representative of several residents, who may be accommodated in different Institutions.

11. Final Provisions

11.1. Pflegenavi has a legitimate interest in informing users about news regarding Pflegenavi's services (e.g. updates, upgrades, security-relevant information, user information) by means of newsletters. Users may object to the corresponding use of their personal data at any time by clicking on the corresponding link within the newsletter or by sending an email to help@pflegenavi.at.

11.2. These Terms shall be governed by Austrian law, excluding its conflict of law rules and the UN Convention on Contracts for the International Sale of Goods.

11.3. The place of jurisdiction for all disputes arising from or in connection with these Terms shall be the court with local and subject-matter jurisdiction for Eisenstadt, notwithstanding any mandatory jurisdiction under law.

11.4. Amendments and additions to these Terms are only effective if they are made in writing (e-mail is sufficient) and agreed by the Contractual Partners. This shall also apply to amendments and additions to this clause. Notwithstanding this, Pflegenavi reserves the right to amend these Terms at any time. The User shall be notified of the changes by e-mail. In the event of significant changes to the contract, the User has the right to terminate the contract in writing with a notice period of two weeks. If the User does not object in writing to Pflegenavi within the aforementioned period, the amended Terms shall be deemed to have been accepted.

11.5. Deviating, conflicting or supplementary general terms and conditions shall not become part of the contract, even if Pflegenavi is aware of them, unless Pflegenavi expressly agrees to their validity in writing (e-mail is sufficient) on the basis of individual agreements made.

11.6. If any clause or part of a clause of these Terms is found to be invalid, illegal or unenforceable for any reason, this shall not affect the validity or enforceability of any other provision of these Terms. The wholly or partially invalid provision shall be replaced by a provision whose economic effect comes as close as possible to that of the invalid provision and corresponds as closely as possible to the hypothetical intention of Pflegenavi; the same shall apply in the event of loopholes in these Terms.

11.7. These Terms are drafted in different languages. In case of doubt, the interpretation according to the German version of these Terms shall prevail.