General Terms and Conditions of Use for “buildagil”

The contract between B3 digital AG, Ilgenstrasse, CH-9200 Gossau SG (the provider), and the customer regarding the use of the “buildagil” collaboration platform consists of the provider’s offer, countersigned by the customer, or a concluded framework agreement, along with these General Terms and Conditions of Use, which form an integral part of the contract.

The customer is the contractual partner of the provider. Users are the persons whom the customer authorises to use the “buildagil” collaboration platform by registering them. The customer is responsible for ensuring that its users adhere to the rules of these General Terms and Conditions of Use.

 

Right of use

The provider grants the customer a non-transferable, non-exclusive right, limited to the duration of the contract, to use the “buildagil” collaboration platform through the users registered by the customer, in accordance with the provisions of these General Terms and Conditions of Use. Any documentation belonging to the collaboration platform is also licensed. The customer (and its users) may not copy, reverse engineer, distribute, save (except where technically necessary for proper use), edit, modify, or offer or transfer buildagil or any part thereof to third parties, whether for a fee or free of charge.

The right of use is project-related, that is, the customer purchases a separate right of use for each project and designates the users who are authorised to work on each project. The customer and its users are required to provide all personal information truthfully and in full; the use of pseudonyms is not permitted. Changes must be tracked.

Within the scope of normal project processing, the customer is authorised to use all features of the “buildagil” collaboration platform. Excluded are features that are explicitly excluded in the contract, features explicitly marked as optional and not expressly included in the contract and features that require commercial third-party licenses or third-party software. The features and functions of the “buildagil” collaboration platform can be found on the website https://www.buildagil.com. Changes to features and functions, including improvements or extensions, may be made at any time.

If data is not saved locally on the customer’s premises, the customer is authorised to store data on “buildagil” to the extent typically required for a project. Unless otherwise agreed, the customer is responsible for data security and any backups.

The proprietary rights to the software used by the provider for “buildagil” shall remain with the provider or the respective third parties.

Operation of the software

The provider has the collaboration platform “buildagil” operated on a server of its choice by a third party designated by the provider. Operation includes all services that are necessary to enable the customer’s users to use the software.

The server is generally available 24 hours a day, 7 days a week. Operation may be interrupted for maintenance work during appropriate timeframes, which are usually announced to the customer. In urgent cases, operation may be interrupted without prior notice in order to rectify faults.

Software maintenance

The provider maintains the software by rectifying bugs and malfunctions in the application it has developed and by making adjustments to new conditions. The provider reports bugs and malfunctions in third-party software to the software publisher but cannot rectify them itself or assume any liability for their rectification.

Bugs in the application will be corrected if they can be reproduced. The customer will document any bugs it reports. Bug and malfunction reports can be sent at any time by e-mail to support@buildagil.com.

Hotline

Users can contact support at any time with questions or bug/malfunction reports by e-mailing support@buildagil.com. The provider is not obliged to provide support.

 

The customer undertakes to pay the licence fees specified in the contract for the use of the “buildagil” collaboration platform.

Invoices are issued by the provider in accordance with the contract.

 

When using visual identifiers such as photos, companies and company logos, users must ensure that they only use complete and correct identifiers. Users undertake to use trademarks or personal information protected by intellectual property rights in a lawful manner. Should the provider be held responsible for the unlawful use of trademarks by users, the customer shall indemnify the provider.

The use of “buildagil” must be in good faith and in accordance with applicable law. Prohibited content and acts include the following:
 - Offensive or defamatory content
 - Illegal, pornographic, violence-glorifying, abusive, immoral or similar content
 - SPAM
 - Use of intellectual property rights without the consent of the authorised party
 - Distribution of viruses and the like
 - Use beyond the intended purpose
 - Disseminating information related to buildagil that is classified as confidential due to contractual obligations towards other customers, the provider or third parties, or that would constitute a breach of official or professional confidentiality

In addition, the rules of conduct for Microsoft Online Services of Microsoft Corporation, One Microsoft Way, Redmond, WA, USA (“Microsoft”) apply. These can be viewed at https://legal.office.com/de-de/docid12.

The provider may exclude users who carry out prohibited actions or who must be assumed to be preparing or carrying out such actions and block their access to the “buildagil” collaboration platform. Customers who are responsible for such users are not entitled to any compensation or reimbursement of advance payments.

Users must ensure that they only use their own user account and must ensure that no other person can use the user account under their name. Users must also choose a secure password, keep it safe and keep it secret.
Natural persons who communicate on “buildagil” on behalf of legal entities and manage the user account of legal entities must always guarantee at the time of use that they are authorised to use “buildagil” on behalf of the legal entity.

The customer has sovereignty over the data entered by the customer or its users. The latter is responsible for the accuracy and permissibility of the recorded data.

If a third party asserts a claim against the customer that the use of the communication platform infringes third-party rights, the customer shall inform the provider immediately.

 

Guarantee

The provider warrants that – insofar as software from third parties is used – it has the corresponding rights of use from the owner of the copyrights to this software and that – insofar as it uses its own software – it is the owner of the corresponding copyrights.

The provider also guarantees that the “buildagil” collaboration platform includes the features as described on the website https://www.buildagil.com.

Finally, the provider guarantees that the server is operated by a recognised and professional service provider.

The service provider does not guarantee uninterrupted and fault-free functioning of the “buildagil” collaboration platform. The occurrence of a service interruption does not constitute good cause that would entitle the customer to terminate the contract.

Liability

The provider is liable to the customer for damage caused by the provider through intentional or grossly negligent behaviour. The provider is liable for personal injury in all cases. Liability on the part of the provider is otherwise excluded. This applies in particular and comprehensively to all damage caused intentionally or negligently by auxiliary persons, namely the operator of the server and the owner of the third-party software used.

 

The provider’s current privacy policy can be viewed at https://www.buildagil.com/legal/privacy.

 

The start and duration of the customer’s right of use are set out in the contract.

Either party may terminate the contract after a minimum of three months by providing thirty days’ notice prior to the end of a month.

The right to extraordinary termination for good cause remains reserved. Good cause is any circumstance that makes it unreasonable in good faith for the terminating party to adhere to the contract until expiry of the ordinary notice period, in particular any gross breach of the contract by the other party.

The customer may also terminate the contract at any time if the provider changes these General Terms and Conditions of Use to the detriment of the customer and the customer does not wish to accept this change.

All terminations must be made in writing.

NAfter termination of the contract, the provider shall block access for the customer’s users. It is the customer’s responsibility to locally save the data the customer still requires in good time.

 

Should individual provisions of these General Terms and Conditions of Use be invalid or void, this shall not affect the remainder of the contract. The resulting gap shall be filled, in good faith, with a provision that is permissible and that comes as close as possible to the original intent.

The contract between the provider and the customer is subject to Swiss law.

The place of jurisdiction and place of fulfilment is Gossau SG, Switzerland.

 

The provider may amend the content of these General Terms and Conditions of Use at any time with effect from the next termination date. The provider shall inform the customer of this in an appropriate manner. The customer’s right of termination remains reserved. The updated General Terms and Conditions of Use shall be deemed to have been accepted by the customer and its users upon corresponding publication and use of “buildagil”. The current version of the General Terms and Conditions of Use can be found at https://www.buildagil.com/legal/terms.