Terms of service

1 Conditions

to an agreement for the provision of Rillsoft software applications either as Software as a Service (hereinafter “Rillsoft Cloud”) or for installation and use in a non-Rillsoft IT environment (hereinafter “on-premise”) between Rillsoft GmbH, Mollenbachstrasse 14, 71229 Leonberg (hereinafter referred to as “provider”) and a contractual partner (hereinafter “customer”). Provider and customer are hereinafter collectively referred to as “parties”.

The present terms of use regulate the provision of the Rillsoft software applications and the provision of services by the provider and the use of these by the customer.

Deviating general terms and conditions of the customer are not part of the contractual relationship.

2 Subject of the contract

2.1 The subject of this contract is the provision of the version of the software application currently made available by the provider for the use of its functionalities, the technical enabling of the use of the application and the granting or mediation of rights of use to the application as well as the provision of storage space for the Customers generated by the use of the application and / or the data required for the use of the application (hereinafter referred to as “application data”) by the provider to the customer against payment of the agreed fee for the period specified in the contract.

2.2 Details and the scope of the services finally result from the licenses selected by the user.

2.3 A functional description of the application can be found under Features.

2.4 The software environment released by the provider for use of the application, in particular the browser and access software Rillsoft Project, are described in the system requirements of the application defined and available.

2.5 The functional administration of the application is also not part of the contract.

2.6 Unless expressly agreed in the contract or its appendices, the provider does not owe any further services. In particular, the provider is not obliged to provide further installation services and/or to create and provide individual adjustments or additional programs.

3 Provision of the software and backup of the application data

3.1 The provider keeps the current version of the application available on a central data processing system or several data processing systems (also referred to as “server” in the majority of cases) in accordance with the following regulations.

3.2 The application and the application data are regularly backed up on the server, unless otherwise agreed between the parties, at least once a day.

The backup resulting from this data backup is stored on the server. The data backup stored in this way is maintained for a period of thirty (30) calendar days and is overwritten by automatic processes on the following working day.

3.3 The transfer point for the application and the application data is the router exit of the data center used by the provider (hereinafter referred to as “transfer point”), which is located in the Federal Republic of Germany.

3.4 The provider is entitled to use subcontractors to provide its services. A continuously updated list of the subcontractors used by the provider who process personal data for him can be viewed at subcontractor. Insofar as the provider entrusts subcontractors with the processing of the customer’s personal data, which the provider processes as a processor in accordance with Art. 28 GDPR, the special provisions of the order processing contract apply. Such subcontractors are listed in a separate list.

3.5 The provider is not responsible for the quality of the necessary hardware and software on the part of the customer or for connecting the customer to the Internet and maintaining the telecommunications connection between the customer and the provider up to the handover point.

4 Software trials

4.1 The customer has the opportunity to test the application free of charge for a period of 30 days. The free software trial version of the application is provided to the customer by the provider for a limited period of time solely for testing purposes. A trial version is not intended for use in ongoing business operations.

4.2 Free testing and use of the application requires registration at https://www.rillsoft.cloud/en/registration/.

The customer must enter the data requested during the registration process for the application completely - unless marked as voluntary information - and correctly in the input mask.

4 software trials

4.2 Free testing and use of the application requires registration at https://www.rillsoft.cloud/en/registration/.

The customer must enter the data requested during the registration process for the application completely - unless marked as voluntary information - and correctly in the input mask.

4.3 After a validity check of the customer’s e-mail address, he can log on to the application. The free test phase begins with registration and ends automatically after 30 days without the customer having to cancel.

4.4 30 days after the end of the test phase and in the event that no contract is subsequently concluded, the application data will be automatically deleted.

5 access software

5.1 The following Internet browsers are suitable as the required access software with which the customer can access the server: Mozilla Firefox, Google Chrome, Microsoft Edge. The provider does not provide the customer with the above-mentioned access software.

5.2 In addition, the provider provides the customer with additional application software Rillsoft Project at [https://www.rillsoft.cloud/en/download](https://www.rillsoft.cloud/en/download/ to use the functionalities of the Rillsoft Cloud software. ) available and this is part of the fee.

6 Technical availability, response times, access to application data

6.1 Technical Availability of the Application

6.1.1 The provider owes the agreed availability of the application and the application data at the transfer point for use by the customer using the access software during the system runtime specified below, but excluding the agreed times of planned unavailability. The system runtime is 24 hours/day and 365 days/year.

6.1.2 The system runtime consists of the times of available use (hereinafter “core use time”), during which the provider ensures 99% of the monthly availability from Monday to Friday from 08:00 - 17:00 ME(S)Z and the longest uninterrupted Downtime will not exceed 4 hours, and unavailability (hereinafter “Random Utilization Time”).

6.1.3 Available usage includes the periods specified below during

Faults that are caused by the customer’s local IT system or a fault in the customer’s connection to the transfer point
Other events that were not caused by the provider or one of his vicarious agents, e.g. B. by force majeure, misuse or operator error.

6.2 Scheduled Unavailability

6.2.1 The provider is also entitled to service and maintain the application and/or server and to back up data outside of the planned unavailability. Upon conclusion of the contract, the customer agrees that there will be a planned unavailability every last Friday of the month from 9:00 p.m. to midnight and after notification during the entire contract period. However, planned unavailabilities will be announced to the customer at least 7 days in advance under unavailabilities.

6.2.2 If and to the extent that the customer can use Rillsoft Cloud during times of planned unavailability, there is no legal entitlement to this. If the use of the application during times of planned non-availability results in a reduction in performance or a discontinuation of performance, the customer has no right to liability for defects or compensation.

6.3 Response Times

6.3.1 The provider only ensures within the available usage time that the troubleshooting work begins within a period of time that depends on the respective reported defects and is agreed below after receipt of a report of a technical fault by the customer by e-mail or support ticket (“Reaction time”).

6.3.2 In the event of faults reported outside of the available usage times, the response time begins on the next working day within the service hours.

5,000 / 5,000 Translation results 6.3.3 Defects that occur are classified by the parties by mutual agreement as deficiencies that prevent or impede operation or other deficiencies. Depending on the classification of a defect, the following response times apply:

Disabled Deficiency: Response: 4 hours

A defect that prevents operation exists if the use of Rillsoft Cloud is impossible or severely restricted; there is no workaround.
__Operating hindrance Deficiency: Response: 2 working days

A defect that impedes operation exists if the use of the application is not impossible but restricted without a workaround being available.
Other Defect: Response: 5 business days

Another defect exists if the use of the application is not significantly impaired and is possible without or with insignificant restrictions.

7 Support services, classification of error messages

7.1 Support services provided by the provider are troubleshooting. The error correction takes place without additional costs.

7.2 The provider provides the customer with a ticket system built into Rillsoft Cloud as the primary support platform. The provider can provide further support services by telephone. Insofar as these are not part of an error correction caused by the provider, these services will be charged according to the current price list.

7.3 Since the distinction between general user support, individual errors and software errors is not always immediately possible in practice, the customer therefore accepts that the provider prioritizes the errors based on customer feedback.

8 Other services provided by the provider, online manual

8.1 The Provider will provide the Customer with developed revisions of the Application during the term of the Agreement. The new versions may also include functional enhancements.

The customer is not entitled to the creation of new versions or to the inclusion of certain additional functionalities in the application.

8.2 The provider provides the customer with an online manual for the application.

8.3 The provider offers the customer assistance and support exclusively via the homepage Support and by e-mail (support@rillsoft.de).

8.4 Further services of the provider can be agreed at any time in text form or by e-mail, in particular training or services for further telephone customer support.

Such additional services are rendered for a fee at the provider's generally applicable prices at the time the order is placed.

9 Use of the software on the customer’s hardware (“on-premise”)

9.1 These terms and conditions also apply to the use of the application on hardware provided by the customer. Rillsoft application will only be installed on hardware provided by the customer if this has been expressly agreed.

9.2 The software environment released by the provider for use of the application is specified in the system requirements on-premise and can be called up.

9.3 The right to use the Rillsoft application on hardware systems to be provided by the customer is made dependent on a support contract that must be concluded.

9.4 The provider then does not have to provide any services related to the hardware. In particular, he is not liable for errors and defects that occur because the customer provides faulty hardware and/or does not follow the hardware recommendations and requirements provided by the provider.

10 non-fulfillment of the availabilities

10.1 If the provider does not fully meet the obligations agreed in Section 6, the customer is entitled to demand a contractual penalty in the following scope:

10.1.1 If the agreed availability in the service time/core usage time is not reached for reasons for which the provider is responsible, the provider pays a contractual penalty of 0.5% of the monthly fee (proportional) for each 0.1% shortfall agreed availability, but no more than 100% of the monthly fee.

10.1.2 If the long uninterrupted downtime during the service time is exceeded for reasons for which the provider is responsible, a contractual penalty is 5% of the monthly fee (proportionately) per case of excess, but a maximum of 100% of the monthly fee.

10.1.3 If the response time during the service time is exceeded due to a defect that prevents operation for reasons for which the provider is responsible, the agreed monthly usage fee is reduced proportionately by 5% per case of excess, but no more than 100% of the monthly fee.

10.2 The value of the total contractual penalty incurred will be paid out to the customer or offset against current invoices from the provider.

10.3 The provider must demonstrate that he is not responsible for the reason for the delayed provision or the loss of performance. If the customer has not reported the loss of performance to the provider, in the event of a dispute he must prove that the provider was otherwise aware of it.

11 Rights of use, rights of the provider when exceeding the rights of use

11.1 The customer receives simple, non-exclusive, non-sublicensable and non-transferrable rights of use to the application limited to the term of the agreement in accordance with these conditions.

The customer may only use the application for his own business activities through his own staff or freelancers.

11.2 The customer may only use the application to the contractually agreed extent.

11.3 Customer will have access to one (1) Rillsoft Cloud Tenant (one (1) Rillsoft Cloud Environment). No additional tenants (environments) are provided for testing or quality assurance purposes. If necessary, these can be booked separately for a separate payment.

11.4 The customer is not entitled to any rights not expressly granted to the customer above. In particular, the customer is not entitled to use the application beyond the agreed use or to have it used by third parties or to make the application accessible to third parties.

11.5 If the customer violates the obligations from the aforementioned Sections 11.1 - 11.4 for reasons for which he is responsible, the provider can block the customer’s access to the application or the application data if the violation can be proven to be remedied by doing so.

If the customer, despite a corresponding written warning from the provider, continues to violate or repeats the obligations from the aforementioned Sections 11.1 - 11.4 and if he is responsible for this, the provider can terminate the agreement extraordinarily without observing a period of notice.

12 Compensation and Payment, Compensation

12.1 The remuneration for the services to be provided for the granting of use in relation to the application consists of the remuneration for use resulting from the agreement at the agreed times and the respective statutory value added tax.

12.2 The remuneration is due for payment in advance at the times agreed in the agreement.

12.3 The provider is entitled to appropriately increase the agreed prices for the contractual services to compensate for the costs incurred for the proper execution of the contract. The provider will inform the customer of a price increase in writing or by e-mail; the price increase does not apply to the period for which the customer has already made payments.

The customer has the right to terminate the contractual relationship in writing within a period of 1 month after receipt of the notification. The provider will point out this right of termination to the customer together with each announcement.

If the customer makes use of this right of termination, only the non-increased fee will be charged until the termination becomes effective.

12.4 A price increase within 12 months after conclusion of the agreement is excluded.

13 Customer’s duty to cooperate

13.1 The customer will fulfill all duties and obligations necessary for the execution of the agreement.

The customer undertakes in particular

13.1.1 to keep the access authorizations assigned to him or the users secret, to protect them from access by third parties and not to pass them on to unauthorized users;

13.1.2 this data is to be protected by suitable and customary measures. The customer will inform the provider immediately if there is a suspicion that the access data and/or passwords may have become known to unauthorized persons;

13.1.3 to comply with the restrictions/obligations with regard to the rights of use according to clause 11, in particular

not to access or have access to any information or data without authorization or to intervene or allow to be intervened in programs operated by the provider or to infiltrate the provider’s data networks without authorization or to promote such intrusion;
indemnify the Provider against third-party claims based on the Customer’s unlawful use of the Application or arising from customer-caused data protection, copyright or other legal disputes associated with the use of the Application;
oblige Authorized Users to comply with the provisions of the Agreement and these General Terms and Conditions that apply to them;
to inform the authorized users in accordance with Articles 13 and 14 GDPR about the processing of their personal data by the provider.

13.1.4 Before sending data and information to the provider, to check them for viruses and to use state-of-the-art virus protection programs;

13.1.5 Defects in contractual services, in particular defects in the services according to Section 2 of these General Terms and Conditions, to be reported to the provider immediately;

13.1.6 pay the agreed remuneration according to clause 12 on time;

13.1.7 if and to the extent that the provider provides the technical opportunity to do so, regularly back up the application data stored on the server by downloading it.

14 Data security, data protection

14.1 The parties will observe the applicable data protection regulations, especially those valid in Germany, and oblige their employees employed in connection with the contract and its implementation to maintain data secrecy in accordance with Section 5 BDSG, unless they are already generally obligated to do so.

14.2 If the customer collects, processes or uses personal data, he is responsible for ensuring that he is entitled to do so in accordance with the applicable provisions, in particular data protection regulations, and in the event of a violation, releases the provider from third-party claims.

14.3 The provider will only collect and use customer-related data to the extent required for the implementation of this contract. The customer consents to the collection and use of such data to this extent.

14.4 The obligations under paragraphs 1 to 3 exist as long as personal data are within the sphere of influence of the provider, even after the end of the contract.

14.5 The customer is responsible for the content that is entered when using the application and will regularly create its own backup copies in order to enable the reconstruction of the same in the event of loss of data and information.

15 Secrecy

15.1 The parties mutually undertake to treat all knowledge of business secrets and other confidential information of the other party obtained within the framework of the contractual relationship with the utmost discretion and to use it exclusively for the purpose of implementing the agreement.

15.2 This obligation remains in effect for an indefinite period beyond the end of the contract.

16 Liability

16.1 In the event of intent or gross negligence, the parties shall be liable to one another without limitation for all damage caused by them and their legal representatives or vicarious agents.

16.2 The provider is liable, limited to compensation for the typical, foreseeable damage for such damage that is based on a slightly negligent breach of essential contractual obligations by the provider or one of his legal representatives or vicarious agents.

16.3 The liability of the provider under the Product Liability Act remains unaffected.

17 Third-party property rights

17.1 The provider guarantees that Rillsoft Cloud and Rillsoft Project are free from industrial property rights and copyrights of third parties.

17.2 The customer undertakes to notify the provider immediately in writing or by e-mail if claims are asserted against him due to the violation of such rights by third parties.

17.3 The provider is not liable for any violation of the rights of third parties by the customer if and to the extent that this violation results from exceeding the rights of use granted under this contract. In this case, the customer releases the provider from all third-party claims upon first request.

18 Conclusion of contract, changes to contract, conclusion of agreement, start of agreement, period, termination18.1 Der Vertragsabschluss erfolgt online über Rillsoft-Cloud-Webseite https://www.rillsoft.cloud. Durch Klicken des Buttons „Kostenpflichtig Bestellen“ oder über andere Kommunikationswege gibt der Kunde die Bestellung auf.

18.2 The contract is concluded and the contractual relationship begins with the acceptance of the customer’s order

18.3 The contract has a minimum term as stipulated in the contract and cannot be terminated ordinarily up to this point in time.

18.4 The contractual relationship is extended by further periods of the originally specified term if it is not terminated by one of the parties at the end of the minimum term or the respective extension period.

A deviating notice period can be agreed in writing by the parties.

18.5 The right to terminate for good cause remains unaffected for the parties.

19 Obligations upon and after termination of the contract

19.1 Upon termination of the contractual relationship, all rights of the customer to use the application expire.

19.2 The provider will delete the customer’s application data 30 days after the end of the contractual relationship.

19.3 The customer is responsible for backing up all application data or personal data up to this point.

20 Force Majeure

Delays in performance due to force majeure, including events that make it difficult or impossible for the provider to perform the services under this contract, such as strikes, lockouts, official orders, the failure of or disruptions in the area of communication networks and gateways of other operators, insofar as the provider is not responsible for these events, the provider is not responsible.

The provider is entitled to postpone or interrupt the services for the duration of the hindrance.

21 Applicable Law, Final Provisions, Place of Jurisdiction

21.1 All agreements, ancillary agreements and representations as well as subsequent changes and additions to the agreement and/or these conditions require an appropriate agreement between the parties.

21.2 Should a provision of the contract and/or these General Terms and Conditions be or become invalid or should they be incomplete, the remainder of the agreement shall not be affected; the remaining provisions of the contract remain in force.

In such a case and in the event of gaps that the parties did not foresee, the parties will agree on a regulation that best corresponds to the meaning and purpose of the agreement and these conditions and that comes closest to the invalid provision .

21.3 The contract and these conditions are subject to the law of the Federal Republic of Germany to the exclusion of the UN Sales Convention.

21.4 Place of performance and exclusive place of jurisdiction for all disputes arising from or in connection with the agreement and/or these conditions is Leonberg, Federal Republic of Germany.