Terms of Use

"Provider" of Care360 is
BASF SE,Carl-Bosch-Str. 38
67056 Ludwigshafen
(see imprint)

1. 1. General Information

   BASF SE, Carl-Bosch-Straße 38, 67056 Ludwigshafen, Germany („BASF“) offers its commercial customers a website with registration function under www.care360.com (“Care360”) on the internet. The use of Care360 is subject to the following terms of use.

1. 2. Scope and Functionalities

   (1)  The purpose of Care360 is to act as a digital presence for our customers to experience a seamless interaction with BASF. It includes inter alia the following services:

   • A search where the User can ask questions and receive information based upon the knowledge contained within our product information systems. It allows the User to gain access to validated industry information in the areas of, but not limited to, marketing, technology, innovation, regulatory.  BASF does provide access to product information and documents independent on actual regional product availability.
   • Applications and services that serve a specific purpose such as finding the optimal formulation composition or product for a product application or formulation.

   (2)  BASF reserves the right to expand the number and scope of the functions provided on Care360 or to reduce them until Care360 is closed. If BASF adds further services to Care360, it may make access to those services conditional on User’s acceptance of specific terms of use for such services and/or the payment of a license or service fee.

   (3)  BASF provides Care360 exclusively to its commercial customers in their capacity as “entrepreneurs” in accordance with § 14 para 1 BGB (German Civil Code) (“User”) for partly chargeable and partly cost-free use. An entrepreneur is a natural or legal person or a partnership with legal capacity who or which, when entering into a legal transaction, acts in the exercise of his or its trade, business or profession. “Consumers” in accordance with § 13 BGB may not use Care360.

   (4)  The content of Care360 is based on BASF’s own data, information and experience as well as on data and information received by certain third parties. Although BASF has reasonable grounds to believe that these data and information are reliable, BASF cannot warrant or guarantee the completeness and accuracy of the content set out in Care360 as they depend on the availability and quality of sources on which they are based on. They insofar may serve as an orientation only. The risk of use or base decisions on the content are solely with the User. Care360 provides multiple answers so the User is still required to decide whether the content can be used for his question. The User is aware that the solution provided by the Platform might be subject to intellectual property rights of third parties. User must evaluate what information are appropriate and comply with a jurisdiction’s regulatory requirements and whether they do not infringe third parties’ intellectual property rights. User agrees to (i) indemnify and hold harmless BASF and any of its Affiliates for any claim of a third party, including any and all regulatory action arising from or relating to User’s use of any information provided to User on the Care360.

   (5)  The use of Care360 is subject exclusively to these terms of use as well as the information provided on Care360, if any. Deviating or conflicting terms and conditions does not form part of an agreement with BASF, unless BASF has expressly agreed to them in writing.

1. 3. Access to Care360

(1)  Certain areas of Care360 are password-protected. To activate access to Care360, the User needs to create a user-account (consisting of a username and password; "Access Information") and to register once on the Care360 homepage. The access is activated following a further confirmation by the User (so-called "double opt-in" procedure) and after the access has been activated by an administrator of BASF. User authentication and access rights are shared between applications as part of the single-sign-on concept.

(2)  By creating a user-account and logging into Care360, the User bindingly declares to BASF that he/she accepts these terms of use. The User declares at the same time that he/she has obtained access to Care360 for his/her for business purposes only. Any disclosure of the access authorization-information communicated by BASF is prohibited. Any other use of Care360 by the User or through third parties is prohibited.

(3)  The terms of use are concluded in English. In the course of creating a user-account, the User can correct input errors before conclusion at any time by correcting the input.

(4)  These terms of use are stored accordingly by BASF and are accessible to the User at any time on Care360.

(5)  BASF’s code of conduct can be retrieved under
https://www.basf.com/global/de/who-we-are/organization/management/code-of-conduct.html.

(6)  A registration for Care360 does not automatically give access to the full scope of applications and services of Care360.

(7)  User preferences are stored within the Care360 account of the User and the User can view and change the preferences for the purpose of customized content presentation at any time. User preferences are shared with other applications, services, or functions of Care360 for a seamless user experience.

1. 4. Provision of Care360

(1)  BASF shall provide reasonable access to and use of Care360. BASF provides access to Care360 in a hosted environment, which allows the User to use Care360 over the internet without having him to install and operate the software on his own IT-infrastructure.

(2)  BASF shall use reasonable endeavors to maintain the availability of Care360 for the use by the User at the gateway between the public internet and the network of BASF’s hosting servers. Care360 is “available” if it is usable at the gateway between the public internet and the network of BASF’s hosting servers.

(3)  BASF endeavors to ensure trouble-free operation of Care360 during normal business hours of BASF in Germany. Outside of the normal business hours of BASF in Germany, Care360 may also be accessible by User. However, due to the nature of the internet and computer systems, BASF does not ensure that Care360 is operating trouble-free and does not assume any liability for the availability of the provided application or services.

(4)  BASF is free to restrict access to Care360 in whole or in part, temporarily or permanently due to maintenance work, capacity concerns and other events beyond its control. Basically, BASF will maintain Care360 outside of the normal business hours, unless an immediate event requires maintenance during normal business hours. 

1. 5. User Obligations

(1)  The User is solely responsible for any content User uploads, publishes or otherwise makes available through Care360. BASF does not check the content, in particular for completeness, accuracy, legality, availability, quality and suitability for a specific purpose.

(2)  The User is prohibited from any activities on or in connection with Care360 that violate applicable law, infringe the rights of third parties or violate the principles of youth protection.

(3)  Furthermore, the User is also prohibited from performing the following activities irrespective of any violation of the law:

1. the distribution of viruses, trojans and other harmful files;
2. sending junk or spam mails and chain letters;
3. the dissemination of offensive, offensive, sexually oriented, obscene or defamatory content or communication as well as such content or communication which is/are suitable to promote or support racism, fanaticism, hatred, physical violence or illegal acts (either explicitly or implicitly in each case);
4. the harassment of other Users, e. g. by multiple personal contact without or against the reaction of the other User as well as the promotion or support of such harassment;
5. the request of other Users to disclose passwords or personal data for commercial or illegal purposes;
6. the dissemination and/or public reproduction of content available on Care360.

(4)  The User is obliged to keep his/her access data to his user account secret and to protect it from access by third parties. Should the User become aware of the loss or misuse of his access data or the suspicion of misuse of his user account, the User must notify BASF immediately. A disclosure of the login data to third parties is prohibited.

(5)  The User shall indemnify and hold harmless BASF (including members of the company and any service recipient, their employees, officers, directors, shareholders, agents, successors, and assignees) from and against any claims, lawsuits, actions, damages, costs, fines and expenses (including reasonable legal costs and disbursements) or other liability arising out of or related to the User’s content on Care360.

(6)  BASF reserves the right to temporarily or permanently suspend Users from using Care360 at any time, in particular if these terms of use, applicable law or the rights of third parties are violated. BASF is entitled to block or delete all content if the content violates these terms of use and/or applicable law. However, BASF undertakes to inform the User subsequently about the deletion of its infringing content and, in the event of a blocking of its User account, generally to inform User in advance.  

1. 6. Intellectual Property Rights

A. Rights to Use Care360

(1)  Upon successful registration, BASF grants to the User the non-exclusive, non-transferable and revocable right, which is limited in time for the term of registration, to use Care360 in accordance with these terms of use. The content available on Care360 is protected by copyright or other intellectual property rights. The owners of the rights are BASF, it’s business partners or other third parties who have made the respective content available. Care360 and the content made available on Care360 may therefore not be changed, extended, edited, copied and/or otherwise distributed by the User.

(2)  The User agrees not to reproduce, distribute, modify or create derivative works of Care360 or any other components thereof and not to reverse engineer or decompile Care360 except as the same may be authorized under mandatory law.

B. Rights to Use the provided Information

(1)  BASF grants the User the non-exclusive, non-sublicensable and non-transferable right, limited in time for the term of registration to download, copy and store electronically all documents which are provided to the User when conducting searches by using Care360 as authorized under these terms of use. This right shall be limited for internal use only, the User shall specifically not be allowed to provide copies of the documents or access to the documents to third parties.

(2)  With regard to any input, question or content provided by the User when using Care360, the User grants BASF the non-exclusive, worldwide, perpetual, transferable, free-of-charge right to use such input, question or content for the purposes of the operation of Care360 and own business purposes.

1. 7. BASF Environmental Evaluation Data

A.  General

(1)  BASF and its Affiliates possess environmental evaluation data (such as life cycle inventory (LCI) and life cycle impact assessment (LCIA) data, including cradle to gate product carbon footprint for certain products of BASF (“BASF Environmental Evaluation Data”). Although BASF is convinced that BASF Environmental Evaluation Data can only be interpreted correctly as part of a comprehensive and comparative environmental analysis, BASF is willing to provide User with BASF Environmental Evaluation Data via the download of corresponding data files free of charge subject to these terms of use.

B. Rights of use to BASF Environmental Evaluation Data, Customer Environmental Evaluation Data, Confidentiality

(1)  BASF is and will be the sole and exclusive owner of the BASF Environmental Evaluation Data. Nothing in these terms of use shall grant any license or any other rights to the BASF Environmental Evaluation Data, except for the limited right to use the BASF Environmental Evaluation Data solely as set out in these terms of use.

(2)  User shall use the BASF Environmental Evaluation Data only for the calculation of environmental footprints and/or carbon footprints of its own products, which are produced with BASF’s products (“Customer Environmental Evaluation Data”). User undertakes to keep the BASF Environmental Evaluation Data confidential and not to forward and/or disclose it to any third party unless, and to the extent, approved for disclosure by the prior written consent of BASF in its sole discretion or permissible in accordance with below sub-section (3).

(3)  Notwithstanding the foregoing, User may forward BASF Environmental Evaluation Data to third parties or User’s Affiliates, if and to the extent this is necessary for the calculation of User’s and/or its Affiliates’ Customer Environmental Evaluation Data, and provided that User ensures, and shall be responsible and liable, including towards BASF, for the full compliance by such third parties and/or its Affiliates with the confidentiality obligations and use restrictions set out in these terms of use at all times. "Affiliate" means any person or entity that directly or indirectly controls, is controlled by or is under common control with a person or entity. In this context, "control" means the ownership or control of more than fifty percent (50%) of the voting stock or interest of the subject entity. User shall be responsible and liable (including towards BASF) for its Affiliates’ and/or the respective third party’s compliance with the confidentiality obligations and/or use restriction, and a breach of confidentiality or use restriction by its Affiliates and/or the third party shall be treated in the same way as a corresponding breach by User.

(4)  Further, User commits to BASF that it discloses and/or forwards Customer Environmental Evaluation Data that is developed based on or using BASF Environmental Evaluation Data to third parties only if (i) BASF Environmental Evaluation Data cannot be extracted from it, and if (ii) no conclusion as to BASF and any of its products can be drawn and no correlation can be established from Customer Environmental Evaluation Data to BASF Environmental Evaluation Data.

C. Nature of BASF Environmental Evaluation Data and Liability

(1)  BASF Environmental Evaluation Data reflects the situation at the time such data has been collected and BASF shall be under no obligation to update the BASF Environmental Evaluation Data. BASF Environmental Evaluation Data is based on certain presumptions, approximations and limitations (e.g. an expiry date) as maybe further set out in the respective BASF Environmental Evaluation Data that consequently may impact the accuracy and reliability of the BASF Environmental Evaluation Data in the individual case.

(2)  BASF ENVIRONMENTAL EVALUATION DATA IS PROVIDED "AS IS". THE PROVISION OF BASF ENVIRONMENTAL EVALUATION DATA SHALL NOT CONSTITUTE ANY REPRESENTATION OR WARRANTY OF ANY KIND, WHETHER EXPRESSED OR IMPLIED, INCLUDING WITHOUT LIMITATION IMPLIED WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE OR MERCHANTABILITY, AND SHALL NOT RELIEVE USER FROM UNDERTAKING ITS OWN INVESTIGATIONS AND TESTS. IN PARTICULAR, BASF ENVIRONMENTAL EVALUATION DATA DO NOT CONSTITUTE AN AGREED QUALITY OF BASF’S PRODUCTS (“BESCHAFFENHEITSVEREINBARUNG”).

(3)  ACCORDINGLY AND NOTWITHSTANDING THE LIMITATION OF LIABILITY IN §9, ANY LIABILITY OF BASF WITH REGARD TO DAMAGES OR LOSSES, WHICH USER SUFFERS, THROUGH THE USE OR THROUGH USER’S RELIANCE UPON THE ACCURACY, QUALITY, COMPLETENESS OR FITNESS OF BASF ENVIRONMENTAL EVALUATION DATA FOR A PARTICULAR PURPOSE SHALL BE EXCLUDED TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW. This exclusion / limitation of liability shall not apply if under the applicable law, a liability cannot be excluded/limited, e.g. in cases (i) of willful misconduct or gross negligence, (ii) of injury to life, body or health or (iii) the product liability law mandates an unlimited liability.

(4)  User agrees to indemnify, defend and hold harmless BASF and/or its Affiliates and their respective employees from any damages arising from claims raised by third parties, should these claims be the result of the third parties using and relying upon BASF Environmental Evaluation Data or Customer Environmental Evaluation Data received from User, unless and only to the extent that such damages are due to the willful misconduct or gross negligence of BASF and/or its Affiliates and, in case of gross negligence of BASF and/or its Affiliates, were knowable and reasonably foreseeable by BASF at the time BASF Environmental Evaluation Data was made available for download.

1. 8. Term of Use and Termination

(1)  These terms of use are concluded for an indefinite period and can be terminated by each party at any time with immediate effect without cause. On the part of the User, these terms of use and the pertaining rights of use can be terminated e.g. by deletion of his/her user-account in accordance with these Terms of Use. In particular, if the User violates these terms of use, BASF may terminate the User’s rights to access and use the Portal at any time.

(2)  The term of use ends at the latest automatically with the end of the operation of Care360.

(3)  The right of either party to terminate these terms of use with immediate effect for cause remains unaffected.

(4)  Upon termination of these terms of use, the User shall immediately cease use of Care360 and acknowledges that BASF may block User’s access to the same.

1. 9. Rights in Case of Defects and Limitation of Liability

(1)  Care360 shall be provided and maintained in a condition suitable for contractual use during normal business hours of BASF in Germany. The obligation to maintain does not include the adaptation of the functionalities of Care360 itself to changed operating conditions and technical and functional developments, such as changes in the IT environment, in particular changes in the hardware or software, in particular the operating system, adaptation to the scope of functions of competing products or creation of compatibility with new browser versions.

(2)  BASF makes no representation or warranty – neither express or implied - with respect to the accuracy or completeness or fitness for a particular purpose of any information provided to the User during the course of using of Care360 and shall have no liability to the User as a result of the use of or reliance upon such information. BASF further makes no such representation or warranty that the use of any information and solution does not infringe third party intellectual property rights.

(3)  In case that the use of Care360, as authorized under these terms of use, violates or infringes the patent, copyright, trademark or other intellectual property rights of any third party ("IP Claims"), subject to the applicable limitations of liability under these terms of use, BASF agrees to defend User and to indemnify and hold User harmless from and against any damages, fines, penalties, costs and expenses payable by User as a consequence thereof. This claim is subject to the User providing BASF with prompt written notice and all reasonable cooperation, information, and assistance in connection with the matter; and affording BASF sole control and authority with respect to the defense, settlement or compromise of the matter. For the sake of clarification, this does only apply to the use of Care360 as such, not of the use of any information or solution created by the User using Care360.

(4)  To the extent and for as long as Care360 is made available without any cost to the User, any liability for defects in the functions of the application and its documentation as well as for any other defective performance vis-à-vis the User shall be excluded.

(5)   To the extent and for as long as Care360 is made available as a chargeable service to the User, BASF is liable without limitation for damages caused by intent or gross negligence of BASF or his vicarious agent, from damages caused by injury to life, body or health as well as within the scope of the Product Liability Act (Produkthaftungsgesetz). For damages and expenses caused by simple negligence, BASF shall only be liable for typically foreseeable damages if these damages and expenses were caused by BASF violating essential contractual obligations (Kardinalpflichten). These are those contractual obligations whose fulfilment is necessary to achieve the objective of this terms of use and on whose fulfilment the User can therefore rely.

(6)  As a service provider, BASF shall be liable pursuant to Section 7 para. 1 TMG (German Telemedia Act) for its own content and information provided on Care360 in accordance with applicable laws; however, BASF is not obligated to monitor any transmitted or stored third-party information. A removal or blocking of this content will take place immediately from the time of knowledge of a concrete infringement. Liability is only possible from the time of knowledge.

(7)  Further claims for damages and reimbursement of expenses of the User (hereinafter referred to as "claims for damages"), irrespective of their legal basis, in particular due to a breach of duties arising from the contractual obligation and from tort are excluded. If and insofar as this contractual relationship is subject to the provisions of tenancy law, the strict liability of the provider for defects existing at the time of the conclusion of the contract existing at the time of conclusion of the contract according to § 536 a paragraph 1 (1st alternative) BGB is excluded.

(8)  The foregoing limitations of liability shall not apply to the extent that liability is mandatory, e.g. the Product Liability Act, in cases of intent and gross negligence, due to injury to life, body or injury to life, limb or health, due to the assumption of a guarantee or due to malice or due to fraudulent intent.

1. 10. Data Protection

(1)  BASF complies with all applicable data protection laws. For further information, please refer to the applicable privacy policy.

(2)  The User ensures to comply with the applicable data protection laws when providing personal data to BASF, e.g. through Care360.

1. 11. Confidentiality

(1)  The User shall treat the Confidential Information which he becomes aware of, in particular in connection with the use of Care360, confidential and keep them secret.

(2)  "Confidential Information" includes all information of BASF:

1. concerning the functionalities of Care360 and information received using Care360;
2. concerning business and trade secrets, in particular those marked as "confidential"; and
3. which - orally, in writing, electronically or in any other form - are recognizable as confidential at the time of disclosure or acknowledgement due to the circumstances of the disclosure or its nature.

(3)  Such Confidential Information is excluded from this obligation,

1. which were demonstrably already known to the User at the time of conclusion of the terms of use or which subsequently become known to the User by a third party without this violating any confidentiality terms of use, statutory provisions or official orders;
2. which are publicly known when the contract is concluded or are subsequently made public, unless this is due to a violation of these term of use; iii.which must be disclosed by law or by order of a court or authority. As far as permissible and possible, the User obliged to disclose will inform BASF in advance and give it the opportunity to take action against the disclosure.

(4)  This confidentiality obligation shall remain in effect for a period of five (5) years even after termination of the terms of use, unless a longer period of confidentiality has otherwise been agreed between BASF and the User.

1. 12. Changes to Terms of Use

BASF shall be entitled, at any time and with due regard to the interests of the User, to change and amend these terms of use. The User shall be notified of any changes to these terms of use by e-mail to the e-mail address provided during registration at least two (2) months before the change takes effect. The changes become effective if the User does not object in writing or by e-mail within this period of six (6) weeks (beginning after receipt of the change notification) and BASF has informed the User of these legal consequences in the change notification. If the User rejects or contradicts changes to the terms of use, further access to the portal and the associated functionalities can no longer be guaranteed.

1. 13. Miscellaneous

(1)  Should one or more provisions of these terms of use be invalid or unenforceable due to violation of applicable law or another reason, the rest of the terms of use shall remain valid. The invalid or unenforceable provision shall be replaced by a valid, enforceable provision, which most approximately represents the mutual understanding of the parties.

(2)  The validity, interpretation and implementation of this Agreement shall be governed by the substantive laws of the Federal Republic of Germany, excluding (i) its provisions on the conflict of laws and (ii) the United Nations Convention on Contracts for International Sale of Goods of April 11, 1980.

(3)  Ludwigshafen / Rhine shall be the exclusive place of jurisdiction for all disputes arising from or in connection with these terms of use.