End User License Agreement


Last updated: 08/05/2023


  • These End User Terms (hereinafter, “Agreement”) constitutes an agreement between PathoSense BV, a company incorporated under the laws of Belgium having its registered offices at Pastoriestraat 10, 2500 Lier, and registered with the Crossroads Bank for Enterprises under number 0755.557.744 (RLE Antwerp, section Mechelen), (hereinafter referred to as: “PathoSense”, “we” or “us”) and you (hereinafter referred to as: the “End User” or “you”), which explains your rights and obligations as an End User of PathoSense’s application.

  • This Agreement establishes the terms and conditions for your use of PathoSense’s application for diagnostic analysis of animalistic samples (hereinafter referred to as: the “Application”. By clicking the “I Agree to the End User Terms”-box, or by accessing or otherwise using the Application, you agree to be bound by this Agreement. If you do not agree with this Agreement, then do not click the “I Agree”-box and do not gain access or otherwise use the Application.

  • You recognize and declare that the digital acceptance of this Agreement has the same legal value as a physical wet ink signature.

  • We reserve the right, in our sole discretion, to change, modify, add or remove this Agreement or parts of it at any time. Your rights under this Agreement will be subject to the most current version of this Agreement. Changes to this Agreement will be communicated to you via e-mail or via a pop-up, as appropriate given the particular circumstances OR to keep abreast of your rights and relevant restrictions, please bookmark this Agreement and read it frequently.


1.1 The End User shall be granted a non-exclusive, personal, non-sub-licensable right to use the Application exclusively via online access to the web and mobile application, provided that you comply with the terms of this Agreement. The rights granted to the End User for the Application are expressly limited to personal use within by the End User. All of our rights not expressly granted under this Agreement are retained.

1.2 The End User shall during the continuation of the Agreement to the extent reasonably possible effect and maintain adequate security measures on its device to safeguard the Application from access or use by any unauthorized person.

1.4 Save as may be expressly permitted by law, the End User may not disassemble, decompile, or reverse engineer the Application. The End User shall not alter, modify, adapt or translate the whole or any part of the Application in any way whatsoever nor permit the whole or any part of the Application to be combined with or become incorporated in any other computer program (except the combined solution as permitted by this Agreement). Save as may be expressly permitted by law, the End User may not modify the Application or create derivative works based on the Application. Except as may be expressly permitted in this Agreement, the End User may not rent, lease, assign, dispose of, novate, sub-license or otherwise transfer any of its rights to the Application to any third party.

1.5 “Software” shall mean any and all software products of PathoSense and which might be embedded in the Application. Portions of the Software, if any, which are owned or controlled by third parties and licensed to PathoSense (hereinafter referred to as: “Third Party Software”) may be subject to additional terms, which are set forth in the human readable form of the Software (hereinafter referred to as: “Software Source Code”) and the third party notice file(s) that accompanies the Software. The End User acknowledges and agrees that its use of Third Party Software is subject to its compliance with any such additional terms. The Third Party Software is licensed, not sold, to you. Title to and ownership of the Third Party Software and any portion thereof shall remain with that third party, except for the title to the medium on which the Third Party Software is provided. The End User is prohibited from using the Third Party Software separate from the Application. The End User is prohibited from reverse engineering, attempting to reverse engineer, decompilation or disassembly any portion of the Third Party Software. PathoSense’s licensors and PathoSense shall not be liable for consequential damages. The End User is prohibited from (i) copying the Third Party Software, (ii) using the Third Party Software with, and/or transferring the Third Party Software to, any third party apart from a contractor of the End User or as installed, embedded, integrated or otherwise incorporated in a Product, (iii) modifying the Third Party Software, or (iv) exporting the Third Party Software or any underlying technology in contravention of any applicable E.U., U.S. or other export laws and regulations. All rights to use the Third Party Software shall be terminated with the termination of this Agreement.

1.6 You acknowledge that the Application may contain information, software, photos, videos, texts, graphics, music, sounds, questions, creative suggestions, messages, comments, feedback, ideas, recipes, notes, drawings, articles and other materials (hereinafter referred to as: “Information”) that are protected by intellectual, industrial or other (property) rights, including but not limited to, copyrights, data base rights, patents, trademarks, design and models, trade secrets, proprietary rights in know-how, confidential information, design rights and/or other proprietary rights, and that these rights (whether registered or unregistered) are valid and protected in all forms, media and technologies existing now or hereafter developed. In any case, PathoSense is and will continue to be the owner or licensee of these rights as a result of which all Information is copyrighted under applicable copyright laws (and PathoSense owns a copyright in the selection, coordination, arrangement and enhancement of such Information). In addition, all trademarks appearing on the Application are trademarks of their respective owners.

1.7 PathoSense only grants the End User a right to use the Application. The title and ownership rights in the Application are not transferred to the End User.

1.8 All intellectual, industrial or other (property) rights attached to the Application, including - without limitation - all rights, title and interests (whether legal, equitable or otherwise) on software, databases, technology and source code used in relation thereto, as well as all rights to modification, enhancements and future releases of the Application, whether registered or not, together with all rights to the grant of and applications, compilations, inventions, know-how, confidential information, trade secrets, trade names, business names, domain names as may exist from time to time anywhere in the world, remain the sole and exclusive property of PathoSense and/or third party suppliers of PathoSense.

1.9 “Feedback” shall mean any feedback, comments, suggestions or materials (including, to the extent disclosed to PathoSense, any End User modifications) that the End User may provide to PathoSense about or in connection with the Application, including any ideas, concepts, know-how or techniques contained therein. The End User may provide Feedback in connection with maintenance or otherwise. The End User hereby grants PathoSense a worldwide, royalty-free, non-exclusive, perpetual and irrevocable license to use, copy, modify or otherwise exploit the Feedback for any purpose, including incorporating or implementing the Feedback in the Applications. The End User agrees that PathoSense may exploit all Feedback without any restriction or obligation on account of intellectual property rights or otherwise. For clarity, no Feedback will be deemed End User’s Confidential Information in the sense of article 7 of this Agreement, and nothing in this Agreement limits PathoSense’s right to independently use, develop, evaluate or market products, whether incorporating Feedback or otherwise.


2.1 The Application will be deemed to be accepted upon delivery. When the Application is made available to the End User through access to a website and/or (cloud) server, delivery will be deemed to have occurred at the time of such availability.


3.1 You acknowledge that the proprietary rights in the Information are owned by PathoSense (or its licensees), and from this point of view, you may not modify, copy, sublicence, lease, sell, publish, transmit, adapt, enhance, (re)distribute, perform, reverse engineer, assign, disassemble, decompile, participate in the transfer or sale, create derivative works of, or in any way exploit, any of the Information, in whole or in part. When Information is downloaded to your device, you do not obtain any ownership interest in such Information. Modification of the Information or use of the Information for any other purpose, including, but not limited to, use of any Information in printed form or on any website, app or networked computer environment is strictly prohibited, unless you receive our prior written consent. You also need our prior written consent to make a hyperlink to our website and/or to the Application.

3.2 You will not perform any action with the intention of damaging the Application through viruses, ‘worms’, defects, ‘Trojans’, ‘malware’, ‘spyware’ or items of a destructive nature.

3.3 You will not use the Application in a manner that could harm a person or otherwise harm, defame, abuse, harass or threaten a person or encourage third parties to do so.

3.4 You will not use the Application in a manner or for any purpose that is contrary to a law or other regulation (including, but not limited to Anti Money Laundering laws and regulations), or for a transfer of data that is or may be illegal, fraudulent, defamatory, intimidating, invasive or harmful to the privacy of third parties, or contains viruses, or violates or may violate the intellectual property rights or other rights of PathoSense, its licensors or other individuals or entities.

3.5 You will not attempt to gain access to reserved or protected parts of the Application, to which you have not obtained explicit access.

3.6 End User will indemnify, defend and hold harmless PathoSense from and against any and all claims, costs, damages, losses, liabilities and expenses (including reasonable attorneys’ fees and costs) arising out of or in connection with any claim arising from or relating to (a) any breach by End User of this Agreement, (b) any End User data, (c) any End User modifications of or combinations with a Application, (d) any service or product offered by End User in connection with or related to a Application or (e) any representations or warranties made by End User regarding a Application to third Parties. This indemnification obligation is subject to End User receiving (i) prompt written notice of such claim (but in any event notice in sufficient time for End User to respond without prejudice); (ii) the exclusive right to control and direct the investigation, defense or settlement of such claim, provided that PathoSense may participate in the claim at its own expense and End User may not settle any claim without PathoSense’s prior written consent; and (iii) all reasonable necessary cooperation of PathoSense at End User’s expense.


Please note the following important limitations of warranties, guarantees and liability:

4.1 The End User represents and warrants that it has the legal power and authority to enter into this Agreement.

4.2 As far as PathoSense is aware, its Applications do not infringe on the intellectual property rights of any third party. If a third party alleges that the Applications infringe its rights or if a third party starts legal proceedings against the End User or PathoSense due to alleged infringement of its rights, PathoSense has the right to decide at its discretion to (i) refute these assertions or claims, (ii) adapt the Applications so that they no longer infringe the rights of this third party or (iii) block access to the Applications from the End User subject to a refund of the price paid for it by the End User within thirty (30) days after blocking access to the Application. If none of the above is reasonably possible, PathoSense will be liable to the End User in accordance with this article 5 of this Agreement.

4.3 In case PathoSense delivers Applications to the End User which have been produced by another supplier, PathoSense does not provide any other guarantees to the End User than the guarantees given by that supplier.

4.4 The applications are provided “as is” and except as expressly set forth herein, PathoSense and its third party suppliers/licensors provided the applications as is and with all faults, and hereby disclaim all other representations, warranties and guarantees, whether express, implied or statutory, including implied warranties of merchantability, title, non-infringement and fitness for any purpose. Without limiting the foregoing, PathoSense and its third party suppliers/licensors make no representation, warranty and guarantee as to (i) the reliability, timeliness, quality, suitability, truth, availability, accuracy or completeness of any products or any content therein or generated therewith, (ii) that (a) the use of any products will be secure, timely, uninterrupted or error-free or operate in combination with any other hardware, software, system or data, (b) the products will meet End User's requirements or expectations, (c) any stored data will be accurate or reliable or that any stored data will not be lost or corrupted, (d) the quality of any products, services, information, or other material purchased or obtained by end user through the applications will meet End User’s requirements or expectations, (e) errors or defects will be corrected, or (f) the applications are free of viruses or other harmful components. Without limiting the foregoing, PathoSense and its third party suppliers/licensors make no representations or warranties whatsoever with respect to, and assume no liability for, any products provided on an evaluation basis. In addition, PathoSense and its third party suppliers/licensors shall not be liable for delays, interruptions, service failures and other problems inherent in use of the internet and electronic communications or other systems outside the reasonable control of PathoSense. End user may have other statutory rights. However, to the full extent permissible by the law, the duration of statutorily required warranties, if any, shall be limited to the limited guarantee period.

4.5 In no case shall PathoSense be liable for any damage caused by incorrect installation, configuration, use and/or maintenance of the Applications by the End User or a third party.

4.6 In no event will PathoSense be liable for any consequential or indirect damages nor for any loss of data, loss of expected profit, reduced sales, downtime, increased operating expenses, loss of clients or damage to equipment, loss or damage to data or reputation, etc. that the End User, its customers, users or third parties might suffer due to any error or negligence on the part of PathoSense or an appointee.

4.7 PathoSense’s liability shall be limited to the maximum extent as permitted by law save for its or its appointees gross negligence or intent, or PathoSense’s failure to perform its essential obligations under the Agreement. PathoSense’s liability shall in any event be limited to a lump sum of [XXX].

4.8 If the End User turns to other suppliers, PathoSense does not accept any liability above or besides the liability accepted by those suppliers for their goods or services.

4.9 You understand, agree and accept that PathoSense has no obligation to install, maintain, support, upgrade or update the Application, or to deliver any or any specific Information pertaining to the Application. PathoSense and / or the owners of any Information may remove such Information from time to time without prior notice, to the extent permitted by applicable law.


5.1 The End User and PathoSense are aware that personal data are processed through the Application, within the meaning of the Regulation (EU) 2016/679 on the protection of individuals with regard to the processing of personal data (General Data Protection Regulation). PathoSense shall comply with the applicable legislation and regulations when processing such personal data. Regarding your rights as a data subject, we refer to PathoSense’s privacy policy, which can be consulted via https://www.pathosense.com/nl/privacy.

5.2 PathoSense shall take appropriate technical and organizational security measures necessary to protect the personal data to be processed as part of the Application against accidental or unauthorized destruction, accidental loss, as well as against unauthorized access to, alteration and use of, and any other unauthorized handling of, such personal data, including by implementing user and access management based on identification, authentication and logging mechanisms.

5.3 You agree to take all appropriate measures to protect your own data and/or software from contamination by possible viruses on the internet network. You should avoid using computers and mobile phones that are accessible to the public, taking into account the risks inherent in this type of access and, in particular, the possibility of compromising the security of your credentials.

5.4 You are solely responsible for the use and implementation of appropriate means of security, protection and safeguard of your personal equipment and data. We strongly recommend that you:

  • use cryptographic means to protect your data against unauthorized access;

  • periodically back up your data;

  • regularly update your software and at all times maintain an up-to-date anti-virus.


6.1 Confidential Information shall mean any and all commercial, technical, financial and other information of whatever nature and in whatever form recorded (including, without limitation, know-how, pricing, business procedures) however disclosed by the disclosing party to the receiving party which include but are not limited to know-how, business and other plans, ideas, inventions, formulae, models, trade and manufacturing secrets, proprietary computer programs, algorithms, techniques, drawings, prototypes, formulae or test data as well as any and all intellectual property rights contained. The receiving party can only use this information for the purpose for which it was provided.

6.2 The obligations of confidentiality stipulated in this article 6 do not apply to Confidential Information that:

a)  is publicly known other than by a breach by the receiving party of its obligations under the Agreement;

b) was communicated by a third party to the receiving party as non-confidential, by which it deems to be not unlawful to disclose the information;

c) was developed independently by the receiving party, or that the receiving party was already aware of this information before the information was communicated to it;

d) was disclosed with the written consent of the disclosing party.

6.3 If the receiving party must communicate Confidential Information on the orders of a competent court and/or administrative or government agency or on the basis of a law, regulation or any other administrative or legal proceedings, it will inform and consult with the disclosing party about this in advance.

6.4 Notwithstanding the provisions of this article, the receiving party may communicate the Confidential Information of the disclosing party to its employees, consultants and suppliers who are directly involved with and/or must be informed of such Confidential Information for implementation of the Agreement, provided that each party warrants and undertakes to ensure compliance with this article, in particular by imposing similar written confidentiality obligations on them as the obligations contained in this Article.

6.5 If the receiving party no longer needs the Confidential Information for fulfilment of its obligations under this Agreement or if this Agreement is terminated, the receiving party undertakes to return or destroy the Confidential Information (along with each copy and summary thereof) to the disclosing party, at the discretion of the disclosing party.

6.6 The End User will use its best efforts to protect the Application from unauthorized access, reproduction, disclosure or use. The End User will notify PathoSense immediately if the End User becomes aware of any unauthorized use or access to the Application, and will give full cooperation, at its own expense, to minimize the effects of such unauthorized use or access.


7.1 This Agreement shall enter into effect upon first use by the End User of the Application and shall continue for the duration of the use of the Agreement by the End User until termination of the Agreement by either the End User or by PathoSense. Unless terminated by the End User upon giving one (1) month written notice to PathoSense before the end of the then-current term, the Agreement will automatically be renewed for successive periods of six (6) months.

7.2 PathoSense may at any time terminate or suspend (at PathoSense’s option) this Agreement with immediate effect by giving written notice to End User, if the End User commits a breach of any term of this Agreement and (if such breach is remediable) fails to remedy that breach within a period of 30 (thirty) days after being notified in writing to do so. Upon termination of this Agreement for any reason, End User agrees to immediately cease using the Application, Articles 6 (Limitation of Warranties, Guarantees and Liability), 7 (Confidential Information) and 8 (Duration and Termination) of this Agreement shall survive termination of this Agreement.

7.3 PathoSense is entitled to wholly or partially suspend its contractual performance (e.g. to suspend the End User’s access to the Application) without judicial intervention if the End User compromises, or threatens to compromise, PathoSense's rights and/or the services provided to PathoSense's customers.


8.1 Situations out of PathoSense’s control, such as but not limited to malfunctioning, interruption or failure of the internet or internet connections, fire, flood, strikes, administrative measures, non-delivery of components or downtime at external suppliers and other unforeseen circumstances, will release PathoSense of its obligations under this Agreement for the duration of the situation of force majeure. In such event, the End User is not entitled to any indemnification by PathoSense. Force majeure cannot be applied to financial obligations.


9.1 The validity, interpretation, implementation, performance and termination of this Agreement between PathoSense and the End User shall be governed by Belgian law.

9.2 All disputes with respect to the Agreement shall be submitted to the exclusive jurisdiction of the courts of Antwerp, section Mechelen (Belgium), except in case you are a consumer in which case the competent courts of your place of jurisdiction shall have jurisdiction.

9.3 Before instituting a procedure before the Court, PathoSense and the End User will, however, attempt to negotiate in good faith in order to reach an out-of-court settlement.


10.1 Should any provision of this Agreement, or the implementation thereof, be void or unenforceable, the other provisions will not be affected by this and remain in full force and effect. In this case, PathoSense and the End User will, within the limits of the applicable law, draft a new stipulation that meets the objectives intended by the void or unenforceable stipulation, and include this in an annex to this Agreement.

10.2 The entire agreement between you and PathoSense shall be comprised of this Agreement and PathoSense’s privacy policy, which can be accessed via https://www.pathosense.com/nl/privacy. The entire agreement replaces and annuls any prior written or oral understanding, agreement, offer, correspondence or proposal made between the End User and PathoSense.

10.3 PathoSense reserves the right to call upon the services of subcontractors to perform the Agreement without having to notify End User thereof.

10.4 No renunciation or waiver of rights can be understood by the mere fact that a right is not enforced or not used, the fact that a penalty or procedure is not applied, or the failure to bring a claim by PathoSense.

10.5 All notices and requests in connection with this Agreement will be given or made upon the respective parties in writing.

Version 1.0

Date 8th of May 2023