1 Application to join the EU Cloud Code of Conduct General Assembly
The undersigned, as stated within "Contact Information", acting on behalf of Company as stated within "Company Information" in his/her capacity of the function/job title given under "Contact Information", hereafter submits a request on behalf of the aforementioned cloud service provider (referred to as the “Applicant”) to join the EU Cloud Code of Conduct General Assembly (referred to as the “General Assembly”) as Member. The undersigned warrants and represents that (s)he is legally authorised to represent the Applicant and to legally bind the Applicant as required for the submission of this form, including the statements below.
The Applicant confirms that:
- It has read and understood the most recent version of the EU Cloud Code of Conduct as published on https://eucoc.cloud (referred to as the “the Code”);
- To the best of its knowledge and understanding, it provides at least one cloud service which might be eligible for adherence to the Code
- It will explore the possibility of declaring the adherence to the Code of at least one service within an appropriate timeframe;
- It will publicly declare its support to the principles of the Code, including via press releases or announcements on its own website;
- It has been informed of the operational and financial support provided to the Code by existing General Assembly members, and agrees to provide equal operational and financial support.
The Applicant understands and accepts its rights and duties as a Member of the General Assembly under the Code and its related documents. The Applicant understands and accepts, that those documents might change wherever and whenever decided in accordance with the procedures of the Code.
The Applicant understands and accepts that its application will be submitted for approval to the General Assembly, who will decide to accept or reject the application at their own discretion within one month of the submission of the application.
The Applicant shall not express any affiliation or relationship to the Code before a decision has been taken by the General Assembly. After an acceptance decision, the Applicant shall contribute in good faith to the further development and promotion of the Code.
The Applicant will provide its brand logos to the Secretariat of the Code in due time, but no later than four (4) weeks after submitting the application or two (2) weeks after receipt of the acceptance of the application – whatever may be the latest. The Applicant authorises the publication of these brand logos and the Applicant’s official or business name on the website of the Code and on any other publicity materials (in print, electronic or otherwise) that will be used to present or promote the Code without further permissions or compensations.
The Applicant has accepted the price list as provided during the application process and agrees to pay the applicable fee within two weeks of the acceptance of its application. The Applicant accepts that the membership fee is based on the actual size of the company at the time of the application or renewal of the membership. The Secretariat of the Code is entitled to ask for any documents proving the claimed size of the company. If the Applicant has given incorrect information during the application process, the Secretariat will be entitled to claim additional fees corresponding to the amount that the Applicant has unduly saved, as well as a reasonable compensation fees for the additional administrative effort that the Applicant has caused.
2 Agreement for cooperation and information exchange in relation to the EU Cloud COC
2.1 Principles and responsibilities
2.1.1 The Applicant understands and accepts its rights and duties as a Member of the General Assembly under the Code and its related documents, hence after the acceptance decision, the Applicant and the General Assembly will establish a cooperation that will permit the development and promotion of the Code on the following basis:
126.96.36.199 The Applicant agrees and affirms that that the Code and any documentation relating thereto is exclusively owned by the General Assembly, and is subject to intellectual property rights, including but not limited to copyrights.
188.8.131.52 If any part of the Code or related documentation is made available to the Applicant under this Contract (including but not limited to the Code itself, guidelines, handbooks, checklists, draft revisions, operating procedures, internal and external documents or marketing materials, irrespective of their format or labelling), the Applicant will thereby only be granted a non-exclusive and revocable licence which permits the Applicant to use the provided information for the purposes of supporting the further development or promotion of the Code. Any other use of the provided information is prohibited.
184.108.40.206 If the Applicant chooses to contribute to the Code or its related documentation as described above by submitting any suggestions, proposals or new materials, the Applicant agrees that any such submissions may be used in modified or unmodified form by the General Assembly or by its representatives in the further development and promotion of the Code, including via duplication, modification, integration in other works, and dissemination, including in an online form. Any submissions from the Applicant will be used only in accordance with the Code’s internal governance procedures (including in relation to voting approvals).
220.127.116.11 The Applicant warrants and represents that it will not use any information that it gathers through its cooperation as described in this Contract in any manner that is likely to harm the Code, including notably by establishing competing initiatives (such as competing codes of conduct) or by providing third parties with access to information obtained through the Applicant’s cooperation with the General Assembly, without explicit prior consent from the General Assembly. The General Assembly reserves the right to claim compensation for any damages resulting from any infringement of this provision.
18.104.22.168 The Applicant shall ensure that the obligations set forth in this chapter 2.1 (Principles and responsibilities) of this Contract are known to and enforceable towards any of its representatives who receive information in relation to the Code or participate in its further development, including its employees, managers, agents, third party consultants, and any similar persons who obtain information in relation to the Code via the Applicant.
2.1.2 Apart from the items mentioned above, the Applicant and the General Assembly shall operate as independent legal entities. This Contract does not create nor intend to create joint ownership of the Code. Neither party shall be permitted to legally represent the other in any way, manner or form, and neither party shall be permitted or able to present the other as providing any guarantees or assurances of any kind towards any third parties without prior written consent of the other.
2.1.3 Neither party may act in a manner that is detrimental to the letter or spirit of the present Contract, including particularly but not limited to the following actions:
22.214.171.124 Neither party may claim formal endorsement by the other, other than by indicating that the Applicant supports the development and promotion of the Code;
126.96.36.199 Neither party will attempt to poach or hire any staff from the other party without the prior written consent of the other;
188.8.131.52 Neither party will engage in activities (whether commercial or otherwise) that aim to undermine the activities of the other party or that are likely to have the effect of undermining the activities of the other party, including particularly by publicly making disparaging claims in relation to the other or by developing initiatives that compete with those described above.
2.1.4 The Applicant and General Assembly will assist each other in good faith in the promotion and development of the Code.
2.1.5 The Applicant acknowledges that this Contract does not imply an obligation on the part of the General Assembly to call on the Applicant’s expertise or approval of any aspect of the Code, nor does it imply any right of exclusivity for the Applicant
This Contract shall govern membership of the Applicant of the General Assembly and the information exchanges between the Applicant and the General Assembly. The Applicant recognises that parts of the Code are subject to intellectual property rights, independent of the existence of this Contract.
4 Applicable law and jurisdiction
This Contract and any agreements or ancillary documentation executed pursuant thereto shall be governed by, and construed in accordance with the laws of Belgium.
Any dispute arising out or relating to the Contract and such ancillary agreements and documentation, including but not limited to any dispute concerning the validity, breach, interpretation, performance or termination of the Contract shall be submitted to independent arbitration before submitting it to the competent courts of Belgium.