Terms and Conditions

Area of application

  1. The following General Terms and Conditions (hereinafter referred to as “GTC”) apply to the use of the web-based software application Prochorus Analytics and the services offered therein (hereinafter also referred to as “Services”). The focus of the Services is on the collection and use of data for the field of hygiene in healthcare.
  2. This is an offer from Prochorus GmbH, represented by its management, business address Schloßhalde 15, 78147 Hammereisenbach, hereinafter referred to as “Prochorus”.
  3. These GTC apply exclusively to entrepreneurs within the meaning of Section 14 of the German Civil Code (BGB) (hereinafter “customer”), i.e., to natural or legal persons or partnerships with legal capacity who, when concluding the contract, are acting in the exercise of their commercial or independent professional activity. Use of the services of Prochorus Analytics by consumers within the meaning of Section 13 BGB is excluded and is not the subject of these GTC.
  4. Only the customer becomes a contractual partner of Prochorus. Natural persons who operate the application on behalf of and under the responsibility of the customer – in particular its employees and other vicarious agents (hereinafter “users”) – do not thereby become a contractual party of Prochorus themselves. The customer ensures that its users comply with these GTC as well as with the applicable data protection requirements, and is liable to Prochorus for the acts and omissions of its users in connection with the use of Prochorus Analytics as for its own fault.
  5. By using the services of Prochorus Analytics, the customer and its users agree to the validity of these General Terms and Conditions.
  6. In the event of changes to the General Terms and Conditions, these shall only become part of the contract if the customer agrees to these changes. For this purpose, it is sufficient for Prochorus Analytics to make the new version of the General Terms and Conditions available on the homepage and for the customer to agree to them before using the services of Prochorus Analytics. Deviating provisions shall only apply if they have been expressly agreed in writing between Prochorus Analytics and the customer.

Registration with Prochorus Analytics

  1. The following provisions govern the relationship between Prochorus Analytics and the customer. Customer accounts are created at the request of Prochorus Analytics service partners or directly by Prochorus Analytics. For initial registration, the customer receives an email with an invitation link to the login area of the protected web application www.analytics.prochorus.de. After logging in for the first time, the registered customer will be asked to change their password. The customer account is equipped with administrator rights and the services agreed between the customer and Prochorus. It is the responsibility of the customer and the administrator defined by them to organize and regulate access rights and functionalities for its users in compliance with data protection regulations.
  2. In the event of incorrect, inaccurate, outdated, or incomplete information, or in the event of a breach of the obligations to cooperate under the section “Customer obligations / Hardware requirements”, Prochorus reserves the right to block the account in question and deny the customer use of the software application. The customer will be notified of this. If the customer does not provide the required cooperation, the account will be irrevocably deleted by Prochorus 6 months after the date of suspension.
  3. Prochorus provides a software application that supports, in particular, the services of the customer's service partners in the collection, processing, archiving, and provision of data. In the “Prochorus Analytics” software, data from various service partners of the customer is bundled and can be supplemented, collected, archived, analyzed, and made available to third parties by the customer. Service partners within the meaning of these GTC are third parties commissioned by the customer itself that provide services within the framework of the customer's hygiene processes (e.g., laboratories). These are to be distinguished from cooperation partners within the meaning of the section “Use within the framework of cooperation partnerships”, who enter into a strategic partnership with Prochorus itself.
  4. Prochorus acts exclusively as an intermediary for various (service) providers, unless the services are provided by Prochorus itself. Contractual relationships between the client and a service provider mediated by Prochorus are established exclusively between these two parties; Prochorus is not a party to such a contractual relationship and is therefore not liable for primary or secondary contractual claims between the contracting parties.
  5. The use of Prochorus Analytics does not constitute any obligation on the part of Prochorus to cooperate in the mutual fulfillment of the contract with regard to any obligations arising from the contract between the customer and its service partner. The obligation to provide the agreed services, such as data collection, lies solely with Prochorus.

Processing of customer data after the end of the contract

  1. After the end of the contract, the customer's data will be stored for a further 90 days so that the customer can download their data. The download and availability of the data are subject to a fee after the end of the contract, unless the data in question is personal data in respect of which the customer or the data subjects have a statutory right to free information or data portability (in particular Art. 12 (5), Art. 15, Art. 20 GDPR). The relevant agreements will be made between the customer and Prochorus in a separate agreement.
  2. The provision of customer data to Prochorus for the purpose of database migration is subject to a fee both during the term of the contract and for up to 90 days after the end of the contract term.
  3. The data will be irrevocably deleted 90 days after the end of the contract term. Upon written request, the customer may oblige Prochorus to delete all data immediately.
  4. Notwithstanding the deletion periods under no. 3, Prochorus is entitled to use anonymized or aggregated data derived from the customer data processed in the course of performing the contract, from which no conclusions can be drawn about the customer, its users, or other natural persons, for its own purposes without any time limit and also after termination of the contractual relationship, in particular for research and development purposes and to improve Prochorus Analytics. In all other respects, statutory retention and disclosure obligations to which Prochorus or the customer are subject with regard to the processed data remain unaffected, in particular in connection with official requirements in the public interest.
  5. Prochorus provides its customers with analyses and information as needed to contribute to the improvement of water hygiene and drinking water quality in the customer's facilities. Prochorus Analytics uses artificial intelligence that works exclusively with data collected by Prochorus or its customers themselves. The scope of the data generated significantly improves the quality of the analysis and information. The customer and users of Prochorus Analytics agree that Prochorus may use automated and manually generated data (e.g., through sensors, etc.) or data provided (e.g., uploaded documents such as findings) for the continuous improvement of data quality. Prochorus refrains from using personal data or data that could be used to identify the customer or user. Even after the end of the contract, the customer grants Prochorus the right to use this data.

Range of services

  1. The services provided by the Prochorus Analytics software application are based on the use of digital data collection, e.g., via scanning or sensor devices. This data is processed, archived, evaluated, or made available as part of further process steps. Prochorus partners, such as laboratories, are involved in the services and are necessary for the provision of the services listed below. The services are regularly expanded or improved.
    1. Bacteria/water filter replacement
    2. Water flushing
    3. Water testing
    4. Bioindicator tests
    5. Aerator replacement
    6. Management of employee training
    7. Document storage
    8. AI-based data analysis
  2. The customer is aware that commissioning service providers in the above sense makes it absolutely necessary to transfer/pass on personal data (in particular of the customer's users) to these service providers so that they can provide their respective services to the customer. Prochorus will limit the transfer of personal data to such service providers to what is absolutely necessary. In all other respects, the provisions of the data protection consent form apply.
  3. The services and remuneration of Prochorus GmbH are regulated with the client in a separate agreement. The basic service obligation of Prochorus GmbH comprises the modules booked and provided by the customer. Remuneration is due at the end of each month, subject to deviating provisions for free use within the framework of cooperation partnerships pursuant to the section “Use within the framework of cooperation partnerships”.
  4. The Prochorus Analytics application offers every new customer a simplified data migration process in the form of an Excel import. Data migrations after an initial import require considerable checking effort on the part of the customer. Customers are requested to include all existing data as comprehensively as possible during the initial import.

Use within the framework of cooperation partnerships

  1. Prochorus may enter into strategic partnerships with manufacturers of products related to the services of Prochorus Analytics (e.g., manufacturers of bacteria/water filters, hereinafter “cooperation partners”). Within the framework of such a partnership, business customers of the cooperation partner and their users may be granted free use of a limited range of functions of Prochorus Analytics (hereinafter “basic module”).
  2. The basic module comprises exclusively those functions that are directly related to the product of the respective cooperation partner (e.g., the documentation of filter replacements). Access to further modules and functions of Prochorus Analytics remains subject to a fee and is governed by the separate agreements pursuant to the section “Range of services”.
  3. Irrespective of the mediation by the cooperation partner, only the respective end customer becomes the direct contractual partner of Prochorus within the meaning of these GTC and thus the “customer” pursuant to the section “Area of application”. The cooperation partner does not thereby acquire any rights of its own to the customer account and is not entitled to dispose of the use of Prochorus Analytics on behalf of the customer or to administer the account.
  4. Free use under this section exists as long as both the underlying cooperation agreement between Prochorus and the respective cooperation partner remains in force and the customer maintains an ongoing business relationship with that cooperation partner (in particular through the continued purchase of its products). If one of these conditions ceases to apply, free use ends after a transitional period of 30 days from the date on which Prochorus becomes aware of this. The customer will be informed of this and may choose within this period whether to take up a chargeable standard offer from Prochorus; otherwise, the customer account will be treated in accordance with the section “Termination of the contract”.
  5. If the cooperation partner transfers personal data of the customer to Prochorus for the purpose of creating an account, this is done in accordance with the applicable privacy policy of Prochorus GmbH; the customer will be informed accordingly of this and of the origin of the data.
  6. For services provided free of charge under this section, Prochorus is liable, by way of derogation from no. 2 of the section “Liability of Prochorus”, only for intent and gross negligence. In all other respects, the provisions of these GTC apply accordingly.

Range of hardware services

  1. Prochorus provides its customers with hardware devices for use in conjunction with Prochorus Analytics on a rental or purchase basis. Terms and conditions are set out in separate agreements.
  2. At the end of the term, the customer shall return the hardware devices provided to the Prochorus headquarters or a location designated by Prochorus in Germany at their own expense.
  3. The hardware devices must be returned in a condition typical for the item no later than two weeks after the end of the term.
  4. Any term extensions shall be governed by a separate agreement.
  5. Damage to the hardware devices for which the customer is responsible (intent or negligence, in particular through improper use) shall be compensated by the customer. Normal wear and tear resulting from use in accordance with the contract is excluded from this and does not give rise to any claim for compensation. Fees of any kind incurred to remedy damage for which the customer is responsible shall be borne by the customer.
  6. If the damage cannot be repaired, the customer shall pay Prochorus monetary compensation corresponding to the typical value of the used item at the time the damage occurred.

Offers for registered customers

  1. The customer agrees to receive offers from Prochorus by email to the email address provided during registration or via other communication channels. The customer may object to receiving such offers at any time without any particular formal requirements.

Customer obligations / Hardware requirements

  1. When registering with Prochorus, the customer is obliged to provide truthful information during registration and to keep this information up to date at all times. This also applies to all other data provided by the customer when using the services. In this sense, the customer has a duty to cooperate and update information. The customer is also obliged to always provide Prochorus with complete and truthful information in connection with the use of the services.
  2. The customer acknowledges that complete and truthful information is essential for the provision of the services offered. The customer is aware that incorrect information when using the services may result in additional costs at their own expense or increased costs due to the commissioning of third-party service providers, for which the customer is personally liable.
  3. If the client provides incorrect, untrue, or insufficient information, Prochorus is entitled to cancel and terminate the order with immediate effect. In the event that the client intentionally provides false or inaccurate personal data, Prochorus reserves the right to demand compensation for the resulting damages and expenses upon presentation of evidence.
  4. Prochorus ensures that Prochorus Analytics runs error-free on the most common hardware devices. Due to the number of manufacturers and operating systems from a wide range of providers, Prochorus cannot guarantee 100% that this will always be the case, especially after major software updates. Upon request, Prochorus will provide the customer with a list of hardware devices or operating systems, or their version numbers, that ensure the error-free operation of Prochorus Analytics.

Restrictions on use

  1. The customer and its users are not entitled to pass on access credentials to unauthorized third parties, to analyze the application by means of reverse engineering, decompilation, or comparable procedures, unless this is mandatorily permitted by law, or to use Prochorus Analytics for purposes outside the agreed scope of use.

Liability of Prochorus

  1. Services provided
    Prochorus acts exclusively as an intermediary for third-party services within the scope of the services offered and is therefore not liable for claims or damages arising from a legal relationship between the customer and these third parties. Such third parties are not vicarious agents of Prochorus.
  2. Own services
    Insofar as Prochorus provides its own services for the client within the scope of the services offered, liability is limited to intent and gross negligence, to the extent permitted by law. Prochorus shall not be liable for financial losses incurred by the client due to a slightly negligent breach of secondary obligations. The above limitations of liability do not apply to damages arising from injury to life, body, or health, nor to claims under the German Product Liability Act; in this respect, Prochorus is liable in accordance with the statutory provisions.
    Prochorus is not liable for the accuracy and completeness of the content of the data entered or uploaded into Prochorus Analytics by the customer or its users. Prochorus is liable for the loss of data only insofar as such loss could not have been avoided by reasonable data backup measures taken by the customer itself.
  3. Limitation period
    The customer's claims for damages arising from this contract shall become time-barred in accordance with the statutory provisions. The limitation period shall commence at the end of the year in which the customer became aware of the damage and the person liable for compensation or should have become aware of this without gross negligence.

Force majeure

  1. Neither party shall be liable for the non-performance or delayed performance of its obligations under this contractual relationship insofar as this is due to circumstances of force majeure. Force majeure includes, in particular, war, terrorism, natural disasters, pandemics and comparable health emergencies, official orders, strikes or lockouts, as well as widespread failures of internet, power, or telecommunications infrastructure for which the affected party is not responsible, cyberattacks by third parties, and the failure of third-party inputs (e.g., hosting or data center providers), provided that the affected party has taken the measures that can reasonably be expected of it to avoid and limit such failures.
  2. The party affected by a case of force majeure is obliged to inform the other party of this without undue delay and to endeavor to restore the contractual state of affairs as quickly as possible. The respective performance obligations shall be suspended for the duration and to the extent of the impairment; during this period, Prochorus shall not be liable for any resulting unavailability or impairment of Prochorus Analytics.
  3. If a case of force majeure lasts longer than 60 consecutive days, either party is entitled to terminate the affected contract with two weeks' notice.
  4. The above provisions do not affect the limitations of liability under the section “Liability of Prochorus”.

Termination of the contract

  1. Subject to any minimum contract term agreed in an individual case, the customer may delete their user account with Prochorus Analytics and terminate the contract at any time without giving reasons. If a minimum contract term has been agreed, ordinary termination is possible at the earliest upon expiry of that term; the right to extraordinary termination for good cause remains unaffected. Written notification must be sent to the following address:

    Prochorus GmbH

    Schloßhalde 15

    78147 Hammereisenbach

    info@prochorus.de

  2. Upon receipt of the notification, the customer's user account will be blocked within 10 days and then deleted. The customer will receive confirmation of the deletion.
  3. Prochorus may also block and delete the customer's account with immediate effect if the customer breaches its obligations to cooperate under the section “Customer obligations / Hardware requirements”. In all other respects, reference is made to that section.
  4. Use of the Prochorus services will no longer be possible from the time of receipt of the termination request or suspension.

Privacy Policy

  1. The collection, processing, and use of personal data by Prochorus is carried out in accordance with the provisions of the Federal Data Protection Act, the General Data Protection Regulation, and the provisions of the Prochorus GmbH privacy policy. This includes, in particular, personal data of users (e.g., the customer's employees) that is processed in the course of performing the contract. Prochorus / Prochorus GmbH will not disclose any personal data without the customer's express consent, except for necessary transmission processes in connection with the customer's use of the services.
  2. The provisions applicable in detail regarding the scope, purpose, and legal basis of data processing, the transfer of data, the storage period, and the rights of data subjects can be found in the current privacy policy of Prochorus GmbH, available at www.prochorus.de. By using Prochorus Analytics, the customer agrees to the applicability of this privacy policy; it becomes part of the contractual relationship between the customer and Prochorus.

Confidentiality

  1. The parties undertake to treat all confidential information of the other party that becomes known to them in the course of performing the contract as confidential and to use it only for the fulfillment of this contract. This obligation continues to apply after termination of the contractual relationship and does not cover information that is public knowledge or has been lawfully obtained without any obligation of confidentiality.

Special right of termination

  1. Insofar as Prochorus GmbH concludes individual contracts with its customers for specific periods, Prochorus GmbH is entitled to adjust the agreed prices during the contract term to the extent that the costs of the service providers and suppliers used by Prochorus to render its services (e.g., laboratories, hardware manufacturers, logistics service providers) demonstrably increase. Such a price adjustment shall be made to the extent corresponding to the documented cost increase, but by no more than 5% per annum. If the documented cost increase of the service providers and suppliers used exceeds 5% within a period of twelve months, Prochorus GmbH is entitled to terminate the existing contract with 8 weeks' notice or to enter into new negotiations with the customer regarding the conditions. Insofar as the specific cost increase of individual service providers cannot be documented in an individual case without disproportionate effort, the consumer price index of the Federal Statistical Office may alternatively be used as a reference value.

Final clauses

  1. The headings in these General Terms and Conditions are for clarity only and shall not be taken into account when interpreting the contract.
  2. The use of the services of Prochorus / Prochorus GmbH is governed exclusively by German law, excluding the UN Convention on Contracts for the International Sale of Goods.
  3. Unless otherwise provided by law, the place of jurisdiction is the registered office of Prochorus GmbH. However, Prochorus GmbH is also entitled to sue the client at its registered office. This choice-of-forum agreement applies, within the limits of what is legally permissible, to merchants, legal entities under public law, and special funds under public law (Section 38 of the German Code of Civil Procedure, ZPO). In all other respects, the relevant statutory provisions apply to local and international jurisdiction.
  4. The customer is aware that Prochorus GmbH provides all services in connection with the use of the services from the company's registered office. The place of performance for all components of the services offered is therefore Hammereisenbach.
  5. Prochorus GmbH is entitled to transfer its rights and obligations arising from this contractual relationship in whole or in part to a third party. The client is not entitled to assign a claim arising from the contractual relationship without the prior written consent of Prochorus GmbH.
  6. Deviating agreements and amendments as well as subsidiary agreements and/or commitments of any kind must be made in writing.
  7. Should provisions of these General Terms and Conditions be wholly or partially invalid or lose their legal validity at a later date, this shall not affect the validity of the remaining provisions of the General Terms and Conditions. The same applies in the event that there is a loophole in these General Terms and Conditions. In place of the invalid provisions or to fill the gap, an appropriate provision shall apply which, as far as legally possible, comes closest to what the parties intended or would have intended according to the meaning and purpose of the contract, provided they had considered the point when agreeing these GTC. This shall also apply if the invalidity of a provision is based on a performance or time measure (deadline, date) specified in the contract; in such cases, the intended provision shall be replaced by a legally permissible performance or time measure (deadline, date) that comes as close as possible to the intended provision.

Hammereisenbach, August 2026