Skip to content
Sign In New consultation

Terms & conditions

These general terms and conditions (GTC) form together with the terms of any subscription plan (Subscription Plan) referencing these GTC and any schedule thereto (Schedule) a legal agreement (Agreement) between GynOUS SA (CHE-370.856.841), info@fetalexpert.com (GynOUS) and any users subscribing for the use of the Platforms (as defined below) (each a User; and together with GynOUS, the Parties).

IMPORTANT NOTICE

GynOUS website and mobile application are digital tools designed to facilitate the connection between patients, healthcare professionals, and experts for the purpose of requesting and providing second medical opinions.

GynOUS is not a healthcare provider and does not perform, supervise, or intervene in any medical acts, diagnoses, or treatments. All medical services are rendered independently by experts, under their sole medical and professional responsibility.

GynOUS does not assess, validate, or guarantee the qualifications, experience, or competence of the healthcare professionals or experts using the Platform.

The Services are not intended for use in emergency medical situations. In case of an emergency, Users must immediately contact local emergency services (e.g., 144 in Switzerland) or go to the nearest emergency department.

1. Scope and Acceptance

Scope. GynOUS operates an online platform accessible via a website and a mobile application (the Platforms), through which healthcare professionals and patients can request second opinions from specialists in the field of maternal and fetal medicine (or other field as may be indicated on the Platforms). These GTC govern the rights and obligations of the Users regarding the provision, access, and use of GynOUS’s Platforms, content, and subscribed services, which include the Platforms, and all related services made available through or in connection with them (collectively, the Services).

Categories of Users. The Services may be used by the following categories of Users: (i) healthcare professionals who use the Platform to request second opinions (the Healthcare Professionals) (ii) patients who use the Services and access medical information (the Patients), and (iii) medical experts who provide second opinions through the Platform (the Experts). Except as otherwise specified, the provisions of these GTC apply to all Users. For the avoidance of doubt, the Experts are appointed by GynOUS and act under a separate agreement concluded directly between each Expert and the Provider, which governs their rights and obligations.

No Further Obligation. GynOUS shall have no obligation to provide any service or software which are not expressly specified in these GTC or in the Subscription Plan.

Acceptance. By accessing, registering on, or otherwise using the Platforms, Users expressly agrees to be bound by the terms hereof.

2. Right to Access and Use

In General. Subject to Users’ compliance with all terms and conditions of these GTC, in particular, payment of the applicable Fees in accordance with Section 11. and compliance with the limitations specified in Section 7.2., GynOUS grants to User, during the Term, a revocable, non-exclusive and non-transferable right to access and use the Platforms and the content displayed on, or generated through them (the Content and together with the Platforms, the Licensed Products), without the right to grant sublicences. This right is granted solely for the purpose of using the Services as described in these GTC, namely to request, manage, or provide medical second opinions through the Platform.

Scope of Use and Exclusion of Medical Content. For the avoidance of doubt, any medical opinions, recommendations or other clinical content provided by Healthcare Professionals or Experts through the Platform do not form part of the Licensed Products. Such content is created under the sole responsibility of the respective Healthcare Professionals or Experts in their capacity as independent medical professionals.

Restrictions. Except as stipulated otherwise in these GTC or the applicable Subscription Plan, or expressly authorized in writing by GynOus, Users shall comply with the following restrictions:

  1. For Patients. Patients may use the Licensed Products exclusively for their own personal purposes in connection with the Services, including submitting medical information, managing their account and receiving second medical opinions via the Platform.
  2. Healthcare Professionals. Healthcare Professionals may use the Licensed Products in the context of requesting second opinions on behalf of Patients under their care. They remain responsible for ensuring that any personal or medical data shared through the Licensed Products is lawfully collected and transmitted.

Metrics. If the use of the Licensed Products is subject to specific restrictions (e.g. limited number of concurrent users or devices, named users, or other limitations), as specified in the Subscription Plan or the documentation provided by GynOUS, Users must use the Licensed Products strictly in accordance with such restrictions.

SaaS Offering. The Platforms are provided as a SaaS offering (Software as a Service); therefore, GynOUS shall only grant to Users a right to access and use the Platforms and shall not deliver any copy of the Platforms.

Developments. If, in connection with the Services, GynOUS customizes, develops, or makes available additional features for the Platforms and/or Content, or provides patches, bug fixes, updates, or upgrades (collectively, the Developments), such Developments shall automatically become part of the Licensed Products, unless otherwise stipulated by GynOUS.

Changes. Users acknowledges that GynOUS may, from time to time, make modifications to the Platforms or to the Content. These changes may include updates to the layout, features, or functionalities of the Platforms, as well as changes to the way certain Content is displayed or accessed. GynOUS also reserves the right to remove, update or replace any Content on the Platforms, or to modify the functionalities of the Licensed Products, at its discretion, provided such changes do not materially impair the overall provision of the Services.

3. Expert Assignment

Assignement. The selection and assignment of the Expert shall be carried out at the sole discretion of GynOUS. While GynOUS shall generally prioritize Experts located in the same jurisdiction as the relevant Users, assignments may be made to Experts based in other countries depending on availability and the required area of medical expertise.

No Medical Referral. Due to its non-exhaustive nature, the list of Experts available on the Platform shall not be construed as a Patient referral service. Users remain entirely free to choose the Experts they consult, in accordance with applicable professional and ethical rules.

4. Special Provisions for Healthcare Professionals

Representations and Warranties. The Healthcare Professional represents and warrants that they:

  1. are duly registered, licensed, and authorized to practice medicine in their jurisdiction;
  2. comply with all applicable laws, regulations, and professional standards in the provision of healthcare services;
  3. have obtained their Patient’s express consent to request a second opinion and to share the Patient’s medical data with GynOUS and the assigned Expert(s);
  4. have informed the Patient about the processing of their personal data in accordance with GynOUS’s Privacy Policy and obtained any specific consent required for data sharing or cross-border transfers;
  5. provide only information that is accurate, complete, and up to date, whether relating to their own professional identity or to the Patient’s case;
  6. have not been subject to any disciplinary action, suspension, or revocation of their medical license by a competent authority;
  7. have not been convicted of any criminal offense related to their professional practice;
  8. are not subject to any conflict of interest or contractual obligation that would impair their ability to use the Platform or request second opinions in accordance with these GTC.

Responsibility for Submitted Data. GynOUS does not verify the authenticity, completeness, or accuracy of the medical records or documents submitted by Healthcare Professionals. The Healthcare Professional remains solely responsible for all submitted content. GynOUS shall not be held liable in any way for forged, inaccurate, or misleading documents or information.

5. Account and Credentials

Account. In order to access and use the Platforms, Users shall have created a personal account (the Account) and be logged-in to such Account. To create an Account, Users must:

  1. be an individual who is 18 years or of legal age in User’s country of residence if such age exceeds 18; and
  2. provide the information required during registration.

Users warrants that all information provided in the registration process or otherwise is true and accurate. Users shall keep such information up to date at any time.

Users Credentials. If GynOUS issues Users credentials on a named Users basis, such Users credentials shall be used exclusively by the individual Authorized Users for which they have been issued, on behalf and for the benefit of User. If Users credentials are issued to Users without specifying the individual users, such Users credentials may be used by any Authorized User, strictly on behalf and for the benefit of User.

Confidentiality. Users shall be fully responsible for the confidentiality of any Users credentials issued by GynOUS and immediately inform GynOUS of any loss or unauthorized disclosure of such Users credentials, which shall then be deactivated and replaced by GynOUS. GynOUS may charge an appropriate fee for the replacement of any Users credentials. Users shall further immediately notify GynOUS if any named Users for whom GynOUS has issued Users credentials quits User’s organization.

Suspension or Termination of Access. GynOUS reserves the right to suspend or permanently terminate a User’s access to the Platforms, or to deactivate any related credentials, at any time and without notice in case of:

  1. any material breach of these GTC by the User;
  2. any suspected or confirmed misuse of the Platforms;
  3. any violation of applicable laws, regulations, or professional standards;
  4. any conduct that, in GynOUS’s reasonable opinion, could compromise the safety, integrity, or operation of the Platforms or the trust of other Users.

The suspension or termination of access shall not entitle the Users to any reimbursement of Fees already paid, nor affect the right of GynOUS to seek damages or other remedies.

6. Maintenance, Availability and Other Services

Availability of Licensed Products. GynOUS shall use reasonable endeavours to maintain the availability of the Licensed Products, but does not guarantee their full availability.

Maintenance Services. As part of the provision of the Licensed Products, GynOUS shall continuously seek to identify and attempt to resolve problems which may negatively affect the proper functioning and availability of the Licensed Products (the Maintenance Services). Such Maintenance Services comprise repairs (rectification of faults and errors to restore functionality) and servicing (maintenance to maintain functionality).

Although GynOUS will continuously improve the Licensed Products, Users is not entitled to claim under the Maintenance Services any further development, adaptation or improvement of the Licensed Products, as well as additional services (which may, as the case may be, be provided under Section 6.3.). GynOUS welcomes feedback and undertakes to take into consideration the evolution requests formulated by User, but does not commit on the realization of these requests.

Additional Services. GynOUS may provide responses to Users’ technical questions regarding the Licensed Products by email, on a best-effort basis and without any specific service level commitments. GynOUS may also agree to provide additional services related to the Licensed Products (such as customization, development or consulting), subject to a separate written agreement between the Parties and the payment of applicable fees.

Diligence. GynOUS shall provide the Services to the best of its ability using all reasonable skill and care in accordance with standard professional practice. GynOUS shall be bound by an obligation of means (and not to deliver a specific result).

7. User’s Obligations

Payment of Fees. Users shall pay the Fees as indicated in the Subscription Plan or by any other appropriate means (e.g. pricing schedules provided to Users by GynOUS) (the Fees), in accordance with the payment terms set forth in Section 11..

Proper Use. Users shall at all times comply with all laws and regulations applicable to the use of the Services, as well as the conditions and limitation of any license or other right granted, as set out in the Agreement or as otherwise specified in writing by GynOUS. In particular, Users shall not, without the prior consent of GynOUS, and either during or after the Term: (i) use the Services for any illegal purposes (ii) use the Services on behalf or for the benefit of any third-parties and/or sublicensing the Licensed Products to any third party; (iii) attempt to copy, modify, create derivative works from, republish, transmit, distribute or otherwise make available or disclose to any third party all or any portion of the Services, the Content, the Platforms or of their infrastructure; (iv) make any alteration to the Services, or insert any malicious software into the Platforms or their infrastructure; (v) access the Platforms’ code, attempt to reverse compile, disassemble, reverse engineer or otherwise reduce to human-perceivable form all or any part of the Platforms or their infrastructure; and (vi) access or use any part of the Services for the purpose of building a competitive product or service or copying their features or Users interface.

Licenses and Authorization. Users shall maintain all permits and licenses that are required for the use of the Services.

Verifications. The Licensed Products may contain tools allowing GynOUS to verify User’s compliance with these GTC and GynOUS shall have the right to temporarily or permanently suspend the access to the Services and Platforms and/or deactivate any Users credentials issued for the use thereof in case of non compliance with these GTC.

Users Default. In case of default by Users to comply with its obligations set forth in these GTC or in the Subscription Plan, GynOUS shall be excused from the performance of its obligations under the Agreement and assume no liability in relation therewith (without prejudice to GynOUS’s other rights under this Agreement).

8. Users Materials

Users Materials. Users may provide documents, information and other data through the use of the Platforms (Users Materials).

Ownership. Users Materials is and shall remain the sole and exclusive property of Users and nothing herein shall be construed or interpreted as a transfer of ownership in any Users Materials to GynOUS.

Use of Users Materials. Users grants to GynOUS a non-exclusive worldwide, royalty-free, irrevocable, license to use its Users Materials for the sole and exclusive purpose of providing the Services and the underlying technology. This include the right to collect, process, store, use, generate, anonymize, pseudonymize, modify, create derivate work of, publicly perform, display, translate, sublicense and transfer the Users Materials to third parties, provided that any such use beyond the provision of the Services shall be limited to data that has been anonymized or pseudonymized. For the avoidance of doubt, GynOUS may retain and use anonymized or pseudonymized Users Materials for statistical purposes, algorithm training and research purposes, including medical research, provided such use is made in accordance with applicable laws.

Warranty. Users warrants that (i) they have valid grounds and, if required, they have obtained all authorizations and consents for the processing of any Users Materials within the frame of these GTC and (ii) Users Materials do not infringe on any law or regulation, these GTC, or any third party rights. GynOUS may remove any Users Materials which it considers infringes this warranty.

9. GynOUS’s Intellectual Property

In General. As between GynOUS and User, GynOUS shall be and remain the sole owner of all rights, title and interest, registered or not, arising under any national or international legislation, in copyright, databases, trademark, domain names, designs and patents of invention, know-how, confidentiality and/or business secrets, and all other intellectual property or similar proprietary rights of whatever nature (Intellectual Property Rights) in and to the Platforms, any Development, the Content, and other Services provided in connection therewith, except only for Users Materials. Nothing in these GTC shall operate any assignment or transfer of any Intellectual Property Rights to User.

Usage Data. Users may freely use any data generated through their use of the Platform, including tracking, analytics and interaction data, as well as any aggregated or anonymized input data. GynOUS may also use such Usage Data, provided that it does not identify individual Users, for the purposes of improving the Services, performing analytics, or supporting medical research.

10. Third-Party Content

In General. The Services may contain content and/or software components incorporated into the Services or provided therewith, developed, distributed and/or licensed by third parties (Third-Party Content). Such Third-Party Content shall be licensed, and Users shall use such Third-Party Content under, and strictly in accordance with, the applicable terms and conditions by the respective third-party. GynOUS shall use its best efforts to identify any Third-Party Content in the documentation of the Services.

OSS. Nothing in these GTC shall restrict, limit or otherwise affect any rights or obligations that Users may have, or conditions to which Users may be subject, under any applicable open source licenses to any open source software which may be incorporated in and/or provided together with the Services.

11. Financial Terms

Payment. Fees for the Services shall be payable as specified in the applicable documentation or agreed arrangement (including, where applicable, as part of a Subscription Plan). Unless otherwise agreed, Fees shall be payable in advance and are non-refundable in the event of termination. Additional Fees incurred through User’s use of the Services or for any supplementary Services provided by GynOUS shall be invoiced in arrears and payable within 10 days of the invoice date..

Taxes. Fees and rates are exclusive of all taxes (in particular, VAT) if and as applicable.

Suspension of Services. The continued use of the Services by Users is subject to the timely payment of all the Fees. GynOUS may temporarily stop providing the Services or suspend any right to access or use any Platforms and/or any Users credentials issued to is, if applicable, if Users is in default for payment of any Fees due.

No Offset. Users may not offset amounts owed by GynOUS to Users against any Fees due to GynOUS, subject to GynOUS’s express prior written approval.

Changes. Subject to pricing terms agreed in the Subscription Plan, GynOUS may modify the pricing of its services at any time, e.g. by adding new services for additional Fees, or amending current price lists, at any time and in its sole discretion.

12. Data Protection

Privacy notice. GynOUS has issued a privacy notice, accessible at https://fetalexpert.com/privacy-policy/ (Privacy Notice), which describes how personal data is collected through the Platforms and for what purposes. That privacy notice, as amended from time to time, forms an integral part of these GTC.

Data Processing Roles. Depending on the circumstances and type of processing performed, GynOUS, may act either as a data controller or as a data processor, as further specified in its Privacy Notice. Experts will generally act as independent data controllers and any communication of personal data through the Platform is made by or on behalf of the Healthcare Provider or Patient, who is solely responsible for the transfer.

Role As Data Processor. In particular, if GynOUS processed personal data contained in Users Materials provided by Healthcare Providers to provide Services to such Healthcare Providers, then GynOUS shall process such personal data as data processor for the purpose agreed in these GTC and only to the extent necessary to fulfil the obligations hereunder, in accordance with the Healthcare Providers’ instructions, which shall act as data controllers. If the European General Data Protection Regulation (GDPR) is applicable, Provider shall comply with the obligations set out in Art. 28(3) GDPR.

Healthcare Providers shall ensure that the personal data has been collected and transferred to GynOUS in strict compliance with the applicable data protection or data privacy laws and regulations. In particular, Healthcare Providers shall:

  1. have, and maintain at all times, valid grounds for the processing of such personal data, including obtaining valid consent from the data subjects for the processing of their personal data, if such consent is required under the applicable data protection legislation; and
  2. provide adequate information to data subjects about the collection and processing of their personal data.

By accepting these GTC, Healthcare providers expressly acknowledge and agree that personal data may be transferred to and processed on servers located outside of their jurisdiction, including in jurisdictions which may not have data protection and privacy laws and regulations equivalent to those in Customer’s jurisdiction.

GynOUS may forward to the relevant Healthcare Provider any request, investigation or other action by any supervisory authority and/or any third-parties (including data subjects), directed at GynOUS with respect to the processing of any personal data as processor for such Healthcare provider, and the Healthcare Provider shall be responsible for addressing them in accordance with the law. If GynOUS is required to undertake any compliance action itself, e.g. responding to a request by any supervisory authority or third-party and/or cooperating in investigations, and/or to provide assistance to the Healthcare Provider, Healthcare Provider shall fully indemnify GynOUS for its effort and costs, including reasonable attorney’s fees, incurred in such context.

13. Limited Warranty

Exclusions. The Services (including for the avoidance of doubt any Development, and the Content) are provided AS IS and AS AVAILABLE. To the maximum extent permitted by applicable law, GynOUS disclaims all warranties with respect to the Services, whether express, implied or statutory, including any warranties of merchantability, fitness for a particular purpose, quiet enjoyment and non-infringement of third-party rights. In particular, GynOUS does neither represent nor warrant that the Services shall meet User’s requirements, that the operation of the Services will be uninterrupted or error-free, that any errors will be corrected, that it will ensure continued compatibility of the Services with any third-party products, even if they were compatible at any given moment, that the Services will always be available and remain available unchanged or that certain subscription models available at any given moment will remain available for renewal at the end of the applicable subscription period.

14. Limited Liability

In General. GynOUS’s liability under the Agreement, whether in contract, tort or any other theory of liability, is excluded to the maximum extent permitted under applicable law. In particular, without prejudice to the generality of the foregoing, to the extent permitted under applicable law, GynOUS disclaims any liability for simple negligence as well as for any damages or losses, whether foreseen or foreseeable, or whether GynOUS has been advised of the risk thereof, related to the interruption of business, loss of use, of actual or anticipated profit, of revenue, of anticipated savings, of opportunity, of goodwill, of reputation, loss of, damage to or corruption of data, or any other indirect, special, incidental, exemplary, or consequential damages or losses of any kind, regardless of the form of action, whether in contract, tort, strict liability or otherwise.

Use of Internet. The use of the Internet involves risks, in particular that the data transmitted may be intercepted, altered or deleted. By using the Platforms, Users accepts these risks. GynOUS declines all responsibility in this respect.

Use of the Services. The use of the Services is entirely at User’s own risk, and GynOUS expressly disclaims any liability regarding User’s use thereof and/or any decisions taken by Users based on the insights gained from its use of the Services.

Limited Amount. In no event, GynOUS’s total liability during any period of 12 months shall not exceed the amount of the Fees actually paid by Users during the 12 months preceding the events giving rise to User’s claims.

Auxiliaries. The exclusions and limitations under this Section 14. extends to GynOUS’s directors, officers, employees, agents, representatives and auxiliaries.

15. Indemnification

Indemnification. Users shall defend, hold harmless from, and indemnify GynOUS, its directors, officers, employees and auxiliaries, from and against all liability, loss, cost, damage or expense, including reasonable attorney’s fees, resulting from (i) User’s use of the Services other than as permitted under these GTC and strictly in accordance with any documentation provided for the Services; or (ii) GynOUS’s use of any Users Materials as permitted hereunder.

Indemnification Procedures. In case of any claims or proceedings made against GynOUS, its directors, officers, employees or auxiliaries in relation to User’s use of the Services or GynOUS’s use of Users Materials, GynOUS shall (i) inform Users without undue delay; and (ii) allow Users to assist GynOUS in the defence and settlement of such claims or proceedings with a counsel of its choosing and at its own expense, if and as permitted under applicable procedural rules.

16. Term and Termination

Entry into Force. This Agreement enters into force upon the User’s first access to the Platform or use of the Services, and remains in effect until terminated by either Party in accordance with this Section.

Term. The Agreement is concluded for an indefinite term and shall remain in force for as long as the User maintains an account on the Platform, unless earlier terminated in accordance with this Section 16..

Termination by User. Users may cancel their account and/or (as applicable) Subscription Plan at any time via the dedicated tool on the Platforms’ interface, or by sending an email to legal@fetalexpert.com in which case the Agreement will immediately terminate. Any prepaid fees will not be refunded.

Cancellation by GynOUS. GynOUS may terminate the Agreement at any time, without cause, by providing the User with 30 days’ prior written notice.

Termination for Cause. In addition, GynOUS may terminate the Agreement with immediate effect, in case of any material breach by User, provided that, if User’s breach may be cured, at GynOUS’s sole judgement, GynOUS shall first give Users 20 days’ prior written notice to cure such breach at GynOUS’s entire satisfaction. GynOUS may further terminate the Agreement, in case of any infringement of third party rights or risk of infringement of such rights, through User’s use of the Services.

Effects of Termination. Upon termination of the Agreement, for any reason:

  1. GynOUS shall stop providing and Users shall stop using the Services;
  2. all rights to use and access granted to Users hereunder (inter alia under Section 2.1.) shall cease. All access to the Platforms and credentials shall be deactivated and suppressed;
  3. Users shall permanently delete any part of the Platforms and/or Content stored or installed on its IT systems, if any;
  4. GynOUS shall be authorized to delete all Users Materials 60 days after termination; and
  5. all Fees already paid by Users shall remain acquired to GynOUS and are not reimbursable to User. Users shall immediately pay all outstanding amounts due to GynOUS.

All terms which are expressed or intended to survive, and any provisions of the Agreement necessary for its interpretation or enforcement will continue to apply regardless of the reason for termination or expiry of the Agreement.

17. Miscellaneous

Independent Contractors. The Parties acknowledge and agree that they shall be considered as independent contractors with no authority to contract for the other or in any way to bind or to commit the other or in a way to bind or to commit the other to any agreement of any kind or to assume any liabilities of any nature in the name of or on behalf of the other. Under no circumstances shall either Party, or any of its staff, if any, hold itself out as or be considered an agent employee, joint venture, or partner of the other. Neither Party shall pay any contributions to social security, unemployment insurance, federal or state withholding taxes, any other applicable taxes whether federal, state, or local, or provide any other contributions or benefits which might be expected in an employer-employee relationship.

Subcontractors. GynOUS may use subcontractors for the provision of the Services. GynOUS’s use of subcontractors shall not relieve GynOUS of any of its duties or obligations hereunder, which shall be imposed on subcontractors.

Force Majeure. Neither Party shall be liable for any delay or failure to perform its obligations hereunder due to causes beyond its reasonable control, such as natural catastrophes, war, strikes, blackouts, Internet failure, virus outbreaks, or similar events. Any such excuse for delay shall last only as long as the event remains beyond the reasonable control of the delayed Party. However, the delayed Party shall use its best efforts to minimize the delays caused by any such event beyond its reasonable control. The delayed Party must notify the other Party promptly upon the occurrence of any such event, or performance by the delayed Party will not be considered excused pursuant to this Section, and inform the other Party of its plans to resume performance.

Amendment. GynOUS reserves the right to amend these GTC, or to implement changes to the pricing of the Services. In the event of material changes to these GTC, GynOUS will notify User, by email, or by other reasonable means of these changes prior to their enactment. Continued use of the Service by Users after reasonable notice will be considered acceptance of any new terms.

Entire Agreement. The Agreement constitutes, together with the End-Users Documentation, the entire agreement between the Parties and supersedes any and all previous representations, understandings, or agreements between them, as to the subject matter hereof.

Hierarchy. In the event of a conflict or contradiction between the provisions of the GTC and those of any other contractual documents, the GTC shall take precedence, subject to express and specific deviations, deletions or additions contained in in such other document, citing the section(s) of these GTC it shall amend .

Severability. If any provision of the Agreement is held to be invalid or unenforceable for any reason, the Parties hereby agree to replace such provision with a valid and fully enforceable provision reflecting the original intent of the Parties to the fullest extent possible. In any event, all other provisions of the Agreement shall remain valid and enforceable to the fullest extent possible.

Electronic Form. The words “execution”, “signature” and similar words in the Agreement shall be deemed to include unqualified electronic signatures (e.g. Docusign or any equivalent e-signature GynOUS) which shall be of the same legal effect, validity or enforceability as a manually executed signature; while the term “in writing” shall include communications by email or other electronic forms.

No Waiver. The failure of either Party at any time to require performance by the other Party of its obligations hereunder shall in no way affect that Party’s right to fully enforce the other Party’s obligations thereafter.

Assignment. Neither Party shall assign and transfer any or all of its rights and obligations hereunder, in whole or in part, to any third party without the other Party’s prior written consent; provided however, that GynOUS may assign and transfer all or part of its rights and obligations hereunder to any third party acquiring all or substantially all of its business related to the Services and/or the Platforms, without User’s consent.

No Third Party Beneficiaries. This Agreement shall be binding and inure solely to the benefit of the Parties (and their respective lawful successors and assigns). Nothing in the Agreement is intended to or shall confer upon any third party any rights, benefits or remedies of any nature whatsoever under or by reason of these GTC or the Subscription Plan.

18. Governing Law and Jurisdiction

Governing Law. The Agreement and/or any use of the Services shall be governed by Swiss substantive law, to the exclusion of its conflict of laws provisions.

Jurisdiction. Any dispute or controversy arising out of or in relation to the Agreement and/or User’s use of the Services shall be subject to the exclusive jurisdiction of the competent ordinary courts at the place of the registered office of GynOUS. Notwithstanding the preceding, nothing in these GTC shall prevent GynOUS from seeking injunctive relief or any other remedy available at law in any jurisdiction in case of any infringement of its Intellectual Property Rights.