Oprivia terms of use

1. Application and contractual framework

These Terms of Use set out the legal framework for the public Oprivia website, the protected platform application and pilot services offered in connection with Oprivia.

1.1 Scope of application

These Terms of Use apply to the use of the public Oprivia website and the protected Oprivia platform application.

For pilot services, they apply to the extent that they are expressly incorporated into an offer, a pilot agreement, a customer contract or another individual agreement.

The protected platform application is provided in the context of professional operating models. Individual users may be admitted in particular as guests, hosts or operators, operators, administrators or governance users.

1.2 Contractual framework

The specific service scope, term, remuneration and any special rights and obligations are determined by the respective offer, pilot agreement, customer contract or other individual agreement.

These Terms of Use supplement such individual agreements.

In the event of a conflict between these Terms of Use and an individual agreement, the expressly agreed provisions of the individual agreement prevail.

1.3 No entitlement to contract

The information provided on the public website does not generally constitute a binding offer to enter into a contract.

Visiting the website, submitting an inquiry or participating in an initial discussion does not create any entitlement to:

• the opening of platform access;
• admission to a pilot program;
• the provision of specific modules or functions;
• the conclusion of a contract.

Oprivia may review inquiries and decide on the commencement of a collaboration based on objective and operational criteria.

1.4 Incorporation of these Terms of Use

Use of the protected platform application requires approved access and the incorporation of these Terms of Use into the relevant contractual, pilot or onboarding relationship.

Incorporation may take place in particular through an individual agreement, an express confirmation during onboarding or a corresponding confirmation before first use.

Mere access to the public website does not create a contractual relationship for use of the protected platform application.

2. Provider and authorized users

This chapter sets out who provides the Oprivia offers, who may be a contractual partner and under which conditions individual persons may use the protected platform.

2.1 Provider

The provider of the public website, the protected platform application and the services offered under the Oprivia brand is Brander Consulting, as identified in the Legal Notice.

The current company and contact details are published in the Legal Notice.

2.2 Contractual partner

The contractual partner of Oprivia is the natural person or legal entity identified in the respective offer, pilot agreement, customer contract or other individual agreement.

Where platform access is set up in connection with a company, professional operator or organization, that company or organization is generally the contractual partner.

The mere technical creation of a user account does not automatically make the respective person an independent contractual partner of Oprivia.

2.3 Authorized users

The protected platform may be used only by persons expressly authorized by Oprivia, the contractual partner or another authorized body.

Authorized users may include in particular:

• guests with access limited to their stay;
• hosts or operators;
• internal or external operators;
• administrative or governance users;
• expressly included partners and service providers.

The scope and visibility of each access depend on the assigned role, the specific use case and the agreed functions.

There is no entitlement to a particular role, permission level or permanent access.

2.4 Authority to represent

Persons acting on behalf of a company or organization must have the required authority to represent or act for that company or organization.

Oprivia may request suitable evidence of identity, function or authority to represent where this is necessary for the contractual relationship, access management or secure use of the platform.

Changes in responsibilities, roles or authority to represent must be notified to Oprivia or to the body responsible for access management without undue delay.

3. Services, pilot use and service boundaries

Oprivia provides a modular software structure for the operational control of professional post-booking workflows. The specific functional and service scope depends on the respective contractual or pilot relationship.

3.1 Public website

The public Oprivia website serves in particular to:

• provide information about the platform and its fields of use;
• explain modules, roles and governance principles;
• qualify potential pilot and customer inquiries;
• enable contact and prepare further discussions.
• provide information about the platform and its fields of use;
• explain modules, roles and governance principles;
• qualify potential pilot and customer inquiries;
• enable contact and prepare further discussions.

The public website itself is not an operational booking, management or service platform.

3.2 Protected platform application

The actual Oprivia platform is provided as a separate protected application.

Access is granted through an authentication procedure designated by Oprivia and may depend in particular on a registered email address, access credentials, an invitation or further security and identity checks.

Within the platform, and depending on the agreed service scope, stays, tasks, responsibilities, status information, deadlines, records, service cases and documented decisions may be structured and displayed.

The visibility of information and functions depends on the assigned roles and permissions.

3.3 Pilot use

Pilot services serve the controlled testing of selected modules, roles and workflows in a limited operational use case.

Subject matter, scope, duration, participating roles, observation points and success criteria of a pilot are set out in a pilot agreement or comparable individual agreement.

A pilot does not guarantee that:

• all desired functions will be implemented;
• a specific operational result will be achieved;
• a subsequent long-term contract will be concluded;
• a function will continue unchanged after completion of the pilot.

Findings from pilot use may lead to adjustments to the intended service scope, configuration or further collaboration.

3.4 Agreed service scope

Only those services, functions and modules expressly specified in the applicable individual agreement are bindingly owed.

Descriptions on the website, in presentations, concept documents, demonstrations or product descriptions are for general explanation only and do not automatically extend the agreed service scope.

Oprivia may define technical and organizational requirements for the use of individual functions.

3.5 Service boundaries

Oprivia is not, in particular:

• a booking or brokerage platform;
• a public accommodation or review platform;
• a payment service provider;
• a complete property management or facility management service provider;
• a legal, tax, data protection, security or compliance advisor.

The platform supports the structuring, documentation and traceability of operational processes. It does not replace expert review or required decisions by responsible persons.

Legal, regulatory and operational responsibilities remain with the respective customers, operators, users or appointed professionals.

3.6 Planned functions

Functions described as planned, in development, in pilot status or available in the future are not part of the binding service scope unless their provision has been expressly agreed.

Oprivia may further develop, modify, postpone or decide not to implement such functions.

Roadmaps, drafts, demonstrations or preliminary descriptions do not create any entitlement to a specific implementation or launch date.

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4. Registration, accounts, roles and access

Access to the protected Oprivia platform is set up in a controlled manner. Scope and visibility depend on the relevant contractual relationship, the use case and the assigned role.

4.1 Account setup

Platform access is created or approved by Oprivia or by a body authorized to do so.

Account setup may in particular require:

• a valid and reachable email address;
• an invitation or approval by an authorized contractual partner;
• confirmation of Terms of Use or further agreements;
• provision of required account and profile data;
• identity, role or permission checks.

Oprivia may refuse, postpone or make account setup dependent on additional information where this is necessary for legal, technical, security-related or operational reasons.

An entitlement to the creation or permanent maintenance of platform access exists only to the extent expressly agreed.

4.2 Authentication and access credentials

Users must use the designated authentication procedures and keep their access credentials confidential.

Access credentials may not be passed on to unauthorized persons or used jointly. Shared accounts are permitted only where they are expressly intended or approved by Oprivia.

Users must take appropriate measures to prevent unauthorized access to their accounts. These include in particular:

• using secure passwords that are not reused elsewhere;
• protecting the devices and email accounts used;
• logging out after use on shared devices;
• promptly reporting suspected or actual misuse.

Oprivia may require password resets, additional authentication steps or further security checks.

4.3 Roles and permissions

The platform uses role-based access and visibility rules.

Depending on the use case, the following roles may in particular be provided:

• Guest;
• Host or accommodation operator;
• Operator;
• Administration and Governance;
• expressly included partners or service providers.

Each role receives only the information and functions required for its intended area of responsibility.

Roles and permissions may be created, adjusted or withdrawn by Oprivia or by an administrative body expressly authorized to do so.

A role does not grant any entitlement to information or functions outside the assigned area of responsibility.

4.4 Responsibility for accounts and access

Users are responsible for all actions carried out through their access to the extent that such actions are attributable to their area of responsibility.

Contractual partners must ensure that:

• access is granted only to authorized persons;
• roles and responsibilities are kept up to date;
• persons who have left or are no longer authorized are removed without undue delay;
• access is not used for improper purposes or outside the agreed field of use.

Changes in employment, function, responsibility or authority to represent must be notified to the responsible administrative body without undue delay.

4.5 Security and review measures

Oprivia may use technical and organizational measures to review access, permissions and security-relevant events.

These may include in particular:

• logging of sign-ins and security-relevant changes;
• limiting or temporarily blocking failed sign-in attempts;
• reviewing unusual or potentially abusive access;
• adjusting roles and permissions;
• terminating active sessions;
• requiring renewal of access credentials.

These measures support controlled use of the platform and do not constitute a guarantee that every unauthorized access can be prevented

5. Permitted use and user obligations

The platform may be used only within the agreed business and operational context. Users and contractual partners share responsibility for proper, lawful and traceable use.

5.1 Intended use

The platform may be used for the purposes provided for in the respective contractual, pilot or onboarding relationship.

These may include in particular:

• structured recording of stays and operational processes;
• processing and coordination of tasks;
• management of responsibilities, status and deadlines;
• recording of service cases and records;
• documentation of reviews and decisions;
• collaboration with expressly included roles and partners.

Use outside the agreed use case requires Oprivia’s consent.

5.2 Prohibited use

The following are prohibited in particular:

• use for unlawful, misleading or fraudulent purposes;
• entering knowingly false, manipulated or unlawfully obtained information or records;
• accessing data, functions or areas without the corresponding authorization;
• circumventing role, access or security restrictions;
• sharing or misusing third-party access credentials;
• introducing harmful programs, files or technical content;
• automated queries, scraping or unusual system loads without consent;
• disrupting, overloading or impairing the platform;
• analyzing, decompiling or reverse-engineering the platform, unless this is mandatorily permitted by law;
• using the platform to infringe personality rights, data protection rights, copyrights, trademarks or other third-party rights;
• using content or functions for unlawful monitoring, discrimination or deception.

Where there is reasonable suspicion of prohibited use, Oprivia may take appropriate review and protection measures.

5.3 Cooperation obligations

Users and contractual partners must provide the information, decisions, approvals and technical prerequisites required for setup and use of the platform in due time.

They are in particular obliged to:

• record information completely and to the best of their knowledge;
• update material changes promptly;
• process tasks, queries and escalations within appropriate timeframes;
• obtain expressly required consents, approvals and permissions;
• designate agreed contact persons and responsible persons;
• inform Oprivia of identifiable errors, security issues or malfunctions.

Delays or restrictions caused by missing or incorrect cooperation do not fall within Oprivia’s area of responsibility.

5.4 Operational responsibility

The platform supports the structuring and documentation of operational workflows. It does not assume the professional, legal or operational responsibility of the persons and organizations involved.

Decisions regarding accommodation, guests, personnel, partner services, service cases, security, law, data protection or compliance remain with the respective responsible persons.

Automatically displayed status information, reminders or notices must be reviewed and appropriately assessed by the responsible users.

The platform does not replace any required human review or decision.

5.5 Instructions and organizational responsibility

Contractual partners are responsible for ensuring that their users are appropriately informed about:

• the intended field of use;
• their roles and permissions;
• the handling of personal and confidential information;
• their operational duties;
• the applicable internal instructions.

Instructions issued by a contractual partner or administrator must not conflict with these Terms of Use, mandatory law or the agreed platform logic.

Oprivia is not obliged to review internal instructions or decisions of a contractual partner for professional or legal correctness.

6. Content, data, records and third-party providers

The platform enables structured processing of operational information, documents and records. Rights, responsibilities and retention depend on the respective content, the contractual relationship and applicable legal requirements.

6.1 User content

Users and contractual partners retain their existing rights to the content, data, documents and records they provide.

They grant Oprivia the rights of use required for provision, storage, processing, display, backup and technical transmission.

These rights are:

• limited to the agreed purpose;
• non-exclusive;
• generally limited to the duration of the contractual or usage relationship;
• transferable to engaged processors and technical service providers to the extent required for service provision.

Oprivia does not thereby acquire ownership of the contractual partner’s operational content.

6.2 Responsibility for content and personal data

Users and contractual partners are responsible for ensuring that they are entitled to enter, use and disclose the content provided.

They must in particular ensure that:

• personal data may be processed lawfully;
• necessary information and consents are available;
• no third-party rights are infringed;
• no unlawful or obviously illegal content is uploaded;
• sensitive information is processed only to the extent required.

The data protection role of Oprivia and the contractual partner depends on the actual data processing and the responsibilities agreed in each case.

Where required, supplementary agreements on processing or joint processing are concluded.

Further information is provided in the Privacy Policy.

6.3 Records and audit trail

Where provided for in the agreed functional scope, the platform may document records, status changes, approvals, additions and decisions with associated metadata.

The technical logic may provide that existing entries are not overwritten unnoticed. Corrections or changes may instead be recorded as additional entries or new documented states.

The documentation may include in particular:

• time of an entry or change;
• assigned role or responsible body;
• status and deadline information;
• uploaded or referenced records;
• supplementary comments or reasons;
• documented review and decision steps.

These functions support operational traceability. Without express agreement, they do not constitute a qualified electronic signature, a legally recognized archive or guaranteed evidence in court.

6.4 Correction, retention and deletion

Incorrect or incomplete information must be corrected or supplemented by the responsible users.

For documentation-relevant processes, a correction may be made as an additional entry so that the previous history remains traceable.

Retention and deletion periods depend in particular on:

• the agreed service scope;
• the contractual partner’s settings;
• the Privacy Policy;
• statutory retention and documentation obligations;
• legitimate security, documentation and legal defense interests.

After termination of the contractual relationship, data may be deleted, anonymized, exported or retained for a limited period where this is agreed, technically provided for or legally required.

A data export is owed only where and to the extent it has been contractually agreed or provided as a function.

6.5 Confidentiality

The parties treat non-public business, technical, organizational and operational information of the other party as confidential.

Confidential information may only be:

• used for the performance of the agreed collaboration;
• made accessible to persons who need it for their task;
• disclosed to involved employees, advisors or service providers who are appropriately bound to confidentiality.

Information is not considered confidential where it:

• is generally known or publicly accessible without breach of duty;
• was already lawfully known to the receiving party;
• was developed independently;
• was lawfully disclosed by an authorized third party;
• must be disclosed due to mandatory legal or official requirements.

Statutory and individually agreed confidentiality and data protection obligations remain reserved.

6.6 Third-party providers and integrations

The platform may integrate technical services, interfaces, identity checks, storage solutions, communication services or further services from external providers.

Additional contractual, usage and data protection terms may apply to such third-party providers.

Oprivia cannot guarantee that third-party services:

• remain available at all times;
• continue unchanged;
• permanently offer specific functions;
• are compatible with all systems or requirements.

Oprivia may adjust, replace or discontinue integrations where this is required for technical, legal, security-related or operational reasons.

Where a user requires a separate account or contract for a third-party service, that user is responsible for setting it up and complying with its terms.

7. Availability, changes and termination

The platform is operated and further developed with appropriate care. Availability, maintenance, changes and termination are governed by these Terms of Use and the applicable individual agreements.

7.1 Availability and maintenance

Oprivia endeavors to provide reliable technical availability of the website and platform.

However, uninterrupted, error-free or delay-free use at all times cannot be guaranteed.

Temporary restrictions may arise in particular due to:

• maintenance and update work;
• technical disruptions;
• security measures;
• changes to hosting, infrastructure or third-party providers;
• internet or communication outages;
• increased system load;
• events outside Oprivia’s control.

Binding availability values, response times or service levels apply only where expressly agreed.

7.2 Disruptions and support

Users must report identifiable disruptions with the available information and within a reasonable time.

For processing, Oprivia may in particular request information on:

• the affected account or use case;
• time and duration of the disruption;
• affected function;
• displayed error message;
• environment or device used;
• clarification steps already taken.

Support scope, response times and communication channels depend on the agreed service model.

Oprivia may provide temporary workarounds without thereby guaranteeing a permanent technical solution or a specific time for resolution.

7.3 Changes to the platform

Oprivia may further develop, update and adapt the website and platform to technical, legal, security-related or operational requirements.

Changes may in particular concern:

• user interfaces and operating flows;
• technical components and infrastructure;
• security and authentication procedures;
• data models and interfaces;
• role and permission logic;
• modules and individual functions.

Essential contractually assured services will not be materially restricted during an agreed term without objective reason.

Where a change is required due to legal requirements, security risks, technical dependencies or changes by a third-party provider, Oprivia may implement it at short notice.

7.4 Changes to these Terms of Use

Oprivia may amend these Terms of Use where this is required due to legal, technical, security-related, organizational or business developments.

The current version is published on the website with its effective status.

Contractual partners will be informed in an appropriate form about material changes affecting an ongoing platform or contractual relationship.

Material changes to existing contractual rights and obligations are governed by the amendment mechanism provided for in the individual agreement. Mere publication of a new version does not amend an expressly deviating individual agreement.

Where express consent is required, further use may be made dependent on such consent.

7.5 Blocking and restricting access

Oprivia may temporarily restrict or block access or individual functions where:

• there is a concrete security concern;
• access credentials are misused or used without authorization;
• these Terms of Use or individual agreements are breached;
• legal or official requirements demand this;
• payment obligations are not fulfilled despite maturity and reminder;
• use creates risks for other users, third parties or the platform;
• necessary information or proof of authorization is missing;
• an urgent technical protection measure is required.

Where reasonable, the affected party will be informed in advance or without undue delay afterwards and given an opportunity for clarification.

The measure should be proportionate to the identified risk or breach.

7.6 Term and termination

Use of the public website is not limited in time.

The term and termination of a platform, pilot or customer relationship are governed by the respective individual agreement.

Unless otherwise provided there, Oprivia may terminate access for good cause. Good cause exists in particular where:

• a serious or repeated breach has occurred;
• secure or lawful use can no longer be ensured;
• required cooperation is permanently lacking;
• false information has been provided regarding identity, role or authorization;
• further service provision is unreasonable for legal or technical reasons.

Rights of ordinary or extraordinary termination under individual agreements and mandatory law remain reserved.

7.7 Consequences of termination

Upon termination, access to the platform and to information stored in it may cease.

Before termination, users must secure required data or records where an export function is available and such securing is permitted.

After termination:

• payment claims already accrued remain due;
• access may be deactivated;
• data will be handled in accordance with the agreed and statutory requirements;
• provisions that by their nature are intended to survive termination remain applicable.

This includes in particular provisions on confidentiality, intellectual property, liability, data retention, governing law and place of jurisdiction.

8. Intellectual property, liability and final provisions

This chapter governs rights to the platform, limits of responsibility and final legal provisions.

8.1 Rights to Oprivia

All rights to the Oprivia platform and to the components provided by Oprivia remain with Oprivia or the respective rights holders.

This concerns in particular:

• software and source code;
• system architecture and data models;
• technical functions and workflow logic;
• designs, graphics and user interfaces;
• texts, documentation and templates;
• trademarks, names, distinctive signs and logos;
• concepts, methods and further developments.

A transfer of such rights takes place only where expressly agreed in writing.

8.2 Limited right of use

For the duration of the authorized contractual or usage relationship, the contractual partner receives a limited, non-exclusive and non-transferable right to use the agreed platform functions for their intended purpose.

This right of use does not include the right to:

• sell, rent or sublicense the platform or parts of it;
• make the platform available outside the agreed company or use case;
• copy or recreate technical components;
• remove protection notices or origin notices;
• use functions or content to build a competing offer.

Rights to user content are governed by chapter 6.

8.3 Feedback and improvement suggestions

Users may voluntarily submit feedback, error reports and improvement suggestions to Oprivia.

Oprivia may use such general feedback for analysis, further development and improvement of the platform.

Confidential information, personal data and protected content of the contractual partner do not thereby become freely usable information.

No entitlement to remuneration, implementation or attribution arises unless expressly agreed.

8.4 Liability

Oprivia has unlimited liability for damage caused by unlawful intent or gross negligence, as well as in other cases in which a limitation of liability is legally inadmissible.

In cases of slight negligence, liability is limited, to the extent permitted by law, to the foreseeable and direct damage that can typically arise from a breach of essential contractual obligations.

To the extent permitted by law, liability is excluded for:

• indirect damage and consequential damage;
• lost profit or revenue;
• lost savings;
• reputational or market losses;
• damage caused by incorrect or incomplete user input;
• decisions or actions of responsible users;
• outages or changes of third-party services;
• use outside the agreed purpose;
• omitted backups or exports by the contractual partner.

Oprivia is not liable for the professional, legal or operational correctness of decisions made by users on the basis of information available in the platform.

Special liability caps may be set out in individual contracts, pilot agreements or service-level agreements.

8.5 Force majeure

Neither party is liable for delayed or omitted performance of obligations to the extent caused by an event outside its reasonable control.

Such events may include in particular:

• natural events;
• official measures;
• war, unrest or comparable events;
• large-scale power, telecommunications or internet outages;
• serious cyberattacks despite appropriate protective measures;
• outages of critical infrastructure or central third-party providers;
• epidemics or comparable extraordinary events.

The affected party informs the other party where possible and takes appropriate measures to limit the effects.

Payment obligations for services already performed generally remain unaffected.

8.6 Governing law and place of jurisdiction

These Terms of Use and the legal relationships based on them are governed by Swiss law.

The provisions of private international law and the United Nations Convention on Contracts for the International Sale of Goods are excluded to the extent such exclusion is permitted.

The exclusive place of jurisdiction is, subject to mandatory statutory places of jurisdiction, the registered seat of the provider.

Deviating jurisdiction or dispute resolution agreements in individual contracts remain reserved.

8.7 Final provisions

Individual offers, pilot agreements, customer contracts and other expressly agreed documents together with these Terms of Use form the basis of the respective legal relationship.

In the event of conflicts, expressly agreed individual provisions prevail over these general Terms of Use.

Should any provision be wholly or partly invalid or unenforceable, the remaining provisions generally remain unaffected. The affected provision is replaced by the statutory rule.

Failure or delay in enforcing a right does not constitute a waiver of that or any other right.

The contractual partner may transfer rights and obligations under the contractual relationship only with Oprivia’s prior consent. Oprivia may transfer the contractual relationship in the context of a business transfer, restructuring or transfer of the relevant business area, provided that the legitimate interests of the contractual partner are not unreasonably impaired.

8.8 Communication and language versions

Legally relevant notices may be sent to the contact addresses stored in the respective contract or user account.

Contractual partners and users are responsible for keeping their contact details up to date.

Where these Terms of Use are translated into several languages, the German version prevails in the event of inconsistencies, to the extent permitted by law and unless expressly agreed otherwise.

Questions regarding these Terms of Use may be addressed to the address specified in the Legal Notice or on the contact page.