GENERAL TERMS AND CONDITIONS
1. Carbonzero AB, 559249-5997,“Carbonzero”, provides an online service, “Prodikt”, which means thatinformation is published about different suppliers’ products, the “Products”,regarding technical performance, sustainability aspects and sizes. The aim isthat companies and individuals who are interested in the Products, the “Users”,should be able to easily find, select and determine their product choices.
2. Carbonzero´s Terms andConditions of Use, the “Terms and Conditions of Use”, shall apply to your useof Prodikt.
3. The service is available partlyas a free version, where you as a User do not pay anything, and partly as asubscription service, where you as a paying subscriber have the opportunity tocreate more complex and larger product series, perform more advanced projectanalyses etc. The terms and conditions set out below under the heading “TERMSAND CONDITIONS FOR SUBSCRIBERS” therefore only apply to subscribers and,accordingly, do not apply to those who only use the free version.
4. Carbonzero does not sell yourpersonal data to advertisers and/or Product suppliers, and we do not shareinformation that directly identifies you as a person (e.g., name, email addressor other contact information) with advertisers and suppliers unless you give uspermission to do so. Instead, advertisers can inform Carbonzero about, forexample, the kind of target group they want to show their ads to, andCarbonzero then shows the ads to people or companies who, according toCarbonzero’s assessment, are interested in them.
5. Carbonzero may provideadvertisers and providers with reports on the result of their ads, which helpsthem understand how individuals and companies interact with the contents.
6. Our Data Policy explains how wecollect and use your personal data to determine some of the ads you see andprovide all other services that are described below.
7. Carbonzero may present productsand services that may be of interest to you. Furthermore, we may show you ads,offers and other sponsored contents from Product suppliers
8. The protection of individualintegrity is central to the design of Carbonzero’s advertising system. Thismeans that we can show you relevant and useful ads, but without notifying theadvertisers of your identity.
9. Carbonzero is constantlyworking to improve the services and develop new features to make Prodikt betterfor your benefit. Therefore, we may sometimes need to update the Terms andConditions of Use to accurately reflect our services and practices. We onlymake changes if the provisions are no longer appropriate or if they areincomplete, and only if the amendments are reasonable and take your interestsinto account.
10. Carbonzero will notify you byemail at least 30 days before changing these Terms and Conditions of Use andgive you the opportunity to review them before they take effect, unlessotherwise required by law. Once the updated Terms and Conditions of Use areeffective, you must comply with them if you choose to continue to use Prodikt.
11. If you do not agree with ourupdated Terms and Conditions of Use, you can delete your account at any time.
12. Carbonzero has the right toterminate your account or permanently disable access to it if we deem that youruse of the account is contrary to Carbonzero’s interests or ethicallyquestionable in Carbonzero’s opinion.
13. If you are a permanentresident of an EU Member State, the Member State’s laws shall apply in relationto any claims, legal basis or proceedings against us, arising out of or inconnection with these Terms and Conditions of Use or Prodikt, and you may fileyour claim in a court of the Member State having jurisdiction over the claim inquestion. In all other cases, you agree that the claim must be decided by acompetent court in Sweden and that Swedish law shall apply to these terms andclaims, without regard to conflict of law rules.
14. These Terms and Conditions ofUse constitute the entire agreement between You, who makes use of the freeversion, and Carbonzero regarding your use of Prodikt.
15. If any part of the Terms andConditions of Use is found to be invalid, the other provisions will remainvalid and in full force and effect.
16. These terms do not transferany third party beneficiary rights. All our rights and obligations under theseTerms and Conditions of Use may be freely transferred by us in the event of amerger, acquisition or sale of assets, whether or not it is provided by the law.
TERMS AND CONDITIONS FOR SUBSCRIBERS
17. The following Terms andConditions for subscribers, including the price list applicable at any giventime, shall take effect when you register as a subscriber.
18. Once the subscription has beenregistered the User will be able to access the subscription service. Byregistering the subscription, the User gives Carbonzero the right to shareprojects with third parties. Carbonzero also has the right to on www.prodikt.comand related pages publish the User's logo and company name as a user ofProdikt.
19. Your subscription will bevalid for a three-month notice period. Even if the subscription is cancelled bythe User, Carbonzero has the right to retain the pre-paid fees that the Userhas already made.
20. The subscription is normallyavailable 24/7. However, Carbonzero does not guarantee that the Subscriptionwill be free from errors or interruptions during this time.
21. The Subscription will not beavailable during operational support. Carbonzero reserves the right tointerrupt the Subscription for normal operational maintenance.
22. Carbonzero shall not be liablefor any interruption in the availability or operation of the Subscription dueto (a) errors or interruptions in Internet connection or othertelecommunication issues, (b) errors or interruptions in the User’s hardware ornetwork communication, (c) errors or interruptions in the Subscription causedby the User or (d) scheduled maintenance. Carbonzero's Service Level Agreement,"SLA", which is published on Carbonzero's website, is to be appliedin conjunction with these Terms and Conditions for Subscribers.
23. Carbonzero is constantlyworking to develop the Subscription and its functionality. Carbonzero has theright and obligation to inform the User in the event of significant changes tothe Subscription by sending a three (3) months’ notice to the User’s e-mailaddress which is specified in the Agreement.
24. If the User does not want toreceive the Subscription due to the changes in the Subscription, the User hasthe right to cancel the Subscription with a notice of one (1) month after themessage about the change according to p 23. If the User does not cancel theSubscription as above, the User shall be deemed to have approved the modifiedSubscription.
25. The User is required to informCarbonzero immediately of any changes regarding the User’s contact information,company name, address or similar details.
26. The User may not use Prodiktin a manner that (a) is detrimental or may be detrimental to Prodikt, or (b)may be deemed to constitute a violation of good marketing practice. Fees andpayments
27. For the provision of theSubscription, Carbonzero charges a monthly fee, the “Monthly Fee”, inaccordance with Carbonzero’s current Price List. There are four differentlevels of the subscription service, "Single", "Pro","Business" and "Enterprise".
28. All prices are specifiedexcluding VAT.
29. You can choose either to haveCarbonzero invoice the Monthly Fee three months in advance or to pay monthly bycredit card.
30. In the event of the User’slate payment, Carbonzero is entitled to an interest rate for late payment and areminder fee in accordance with law. Furthermore, in the event of non-paymentby more than thirty (30) days, Carbonzero has the right to terminate theSubscription with immediate effect by suspending Prodikt for the User.
31. In the event of termination inaccordance with paragraph above, Carbonzero is entitled to such Monthly Feesthe User may have paid in advance, even if the Agreement has been terminated.Intellectual property rights
32. All intellectual propertyrights to the Subscription, as well as intellectual property rights arisingfrom Carbonzero’s provision of the Subscription, are Carbonzero’s exclusiveproperty.
33. Nothing in these Terms andConditions for Subscribers infringes any of Carbonzero’s or the User’sintellectual property rights. Force majeure
34. A Party shall be exempt fromliquidated damages for failure to fulfil an obligation under these Terms andConditions for Subscribers, provided that the failure is based on suchexempting circumstance which is beyond the Party’s control and which preventsits fulfilment, such as (but not limited to) extreme weather conditions,pandemics or similar events, war , uprisings and riots, restrictions imposed bythe nation on the Internet usage, labour disputes, long-term disruptions in theInternet, telecommunications or power supply service.
35. If a party wishes to rely onan exemption circumstance, it shall immediately notify the other party thereofwhen the incident started and when it ceases. If a party fails to provide suchnotice, the party is not entitled to rely on the circumstance as a ground forexemption.
36. The time to fulfil therelevant obligation shall be extended with the period during which theexempting circumstance continued. Notwithstanding anything else in these Termsand Conditions for Subscribers, each Party may terminate these Terms and Conditionsfor Subscribers by written notice to the other party, if the fulfilment ofthese Terms and Conditions for subscribers is delayed by more than three (3)months. Personal data processing
37. The following applies for allpersonal data provided to Carbonzero or registered in connection with thesigning of these Terms and Conditions for Subscribers.
38. The information will beprocessed by Carbonzero in order to process the Subscription and the customerrelationship with the User, fulfil these Terms and Conditions for Subscribersand send communications about offers of new products and services.
39. Carbonzero may not discloseany personal information to third parties without the express consent of theperson concerned.
40. By signing a Subscription, theUser agrees to Carbonzero’s processing of personal data for the above-mentionedpurposes.
41. The User is required to ensurethat the people whose personal data has been provided to Carbonzero receiveinformation about Carbonzero’s processing of personal data as described aboveand, if necessary, to obtain such people’s consent to the processing.
42. Each data subject has theright to receive information once a year, free of charge, about which personaldata about him or her is processed by Carbonzero, by contacting Carbonzero inwriting. A data subject also has the right to have rectified inaccuratepersonal data. Such a request for rectification may be carried out in writingto firstname.lastname@example.org Responsibility
43. The subscription is providedbased on product data provided by suppliers.
44. Carbonzero has not controlled,and is unable to control, whether the product data are accurate and complete.Therefore, Carbonzero assumes no responsibility for any errors or omissions inProdikt that are attributable to inaccurate or incomplete product data.
45. However, this limitation ofresponsibility shall not apply if Carbonzero has acted with gross negligence inproviding the Subscription.
46. Notwithstanding the provisionsof paragraph 44 above, Carbonzero undertakes to take measures to rectifyinaccurate or incomplete information recorded in Prodikt, without undue delayafter Carbonzero has been made aware of the defect or deficiency.
47. The Service may contain linksto external websites provided by third parties. Carbonzero has noresponsibility for the availability of external websites or their contents.Furthermore, Carbonzero does not guarantee the accuracy of the information on suchexternal websites.
48. Notwithstanding anything elsecontained in these Terms and Conditions for Subscribers, Carbonzero is notliable for indirect loss or indirect damage, including but not limited to, lossof profit, loss of income, loss of data, costs that have become useless, lossof goodwill, etc.
49. Carbonzero’s total liabilityunder these Terms and Conditions for subscribers shall under no circumstancesexceed the total monthly fees for 12 months paid by the User to it.
APPLICABLE LAW AND JURISDICTION
50. Swedish law shall apply tothese Terms and Conditions for all subscribers.
51. Disputes that arise inconnection with these Terms and Conditions for Subscribers shall be decided bya Swedish general court, with Malmö District Court as the first instance court.
SERVICELEVEL AGREEMENT, “SLA”
(Appendix to Carbonzero’s General Terms and Conditions forSubscribers)
1. Carbonzero AB, 559249-5997,“Carbonzero”, provides an online service, “Prodikt”, where architects,manufacturers, property owners and construction companies can collaboratethroughout the entire construction process. Carbonzero´s Terms and Conditionsof Use, the “Terms and Conditions of Use”, is applicable to all use of Prodikt.
2. This is an appendix intended to beapplied in conjunction with the Terms and Conditions of Use. The words andphrases in this SLA shall have the same meaning as defined in the Terms andConditions of Use. In the event of conflicting provisions the Terms andConditions of Use shall prevail over the provisions of this SLA, unless thecircumstances obviously dictate otherwise.
3. The terms and conditions set outbelow only apply to Subscribers and, accordingly, do not apply to those whoonly use the free version of Prodikt.
4. Prodikt is normally available24/7.
5. Prodikt will not be availableduring operational support. Carbonzero reserves the right to interrupt Prodiktfor normal operational maintenance.
6. Maintenance will, to the extentpossible and reasonable, take place outside regular office hours (Monday –Friday, excluding public holidays, between 8 a.m. and 5 p.m.).
7. Carbonzero shall not be liable forany interruption in the availability or operation of Prodikt due to (a) errorsor interruptions in Internet connection or other telecommunication issues, (b)errors or interruptions in the Subscriber’s hardware or network communication,(c) errors or interruptions in Prodikt caused by the Subscriber or (d)scheduled maintenance.
8. Errors which are to be rectified within the scope of performance of the Terms and Conditions of Use are classified into the following priority levels:
8.1 Critical errors; Defects that prevent the use of Prodikt.
8.2 Significant errors; Defects that does not prevent the use of Prodikt but hamper the efficiency of Prodikt to a substantial degree.
8.3 Ordinary errors; Defects that hamper efficient usage of Prodikt.
8.4 Minor errors; Defects that hamper efficient usage of Prodikt to a smaller degree, excluding defects that only entails insignificant inconveniences.
9. Carbonzero's opinion takes precedence in the event of differences of opinion regarding classification of errors as critical errors.
10. An error shall be deemed reported at the time when the Subscriber notifies Carbonzero of the error in writing.
11. The Subscriber shall ensure that Carbonzero is notified of the error and that the error report contains a sufficient description of the error, a detailed description of the impact on Prodikt and relevant contact information.
12. Unless the parties have agreed otherwise, the time from the reporting of an error until personnel who are qualified commence problem-solving work, may not exceed the following for each priority level:
12.1 Critical errors – six hours;
12.2 Significant errors – twelve hours;
12.3 Ordinary errors – 24 hours;
12.4 Minor errors– 48 hours.
13. If the availability of Prodikt is below the agreed service level, the Subscriber shall, as from the hour the error has been reported in reasonable detail to email@example.com be entitled to a price reduction in accordance with the following levels for each failure:
13.1 Critical errors; Price reduction of ten (10) % of the monthly fee for each six hour period that the critical error persists.
13.2 Significant errors; Price reduction of five (5) % of the monthly fee for each twelve hour period that the significant error persists.
13.3 Ordinary errors; Price reduction of one (1) % of the monthly fee for each 24 hour period that the ordinary error persists.
13.4 Minor errors; No price reduction.
14. An incident shall only count as one failure, regardless of the amount of service levels breached by that same incident. The maximum price reduction for failure to reach one service level per month is 30 % of the total monthly fee for theSubscriber. The maximum aggregate price reduction for failure to reach several service levels per month is 50 % of the monthly fee for the Subscriber.
15. The Subscriber must make any claim for a price reduction for failure to reach aservice level not later than at the close of the calendar month in which the incident was reported.
16. TheSubscriber shall not be entitled to seek any other remedy in respect of a failure to meet a service level.
17. TheSupplier shall not liable for any failure to reach agreed service levels where CarbonZero can show that the failure to which the relevant response time pertains was, inpart, caused by:
17.1 circumstances beyond Carbonzero’s area of responsibility;
17.2 a third-party product or service;
17.3 a defect in the Subscriber's equipment or software;
17.4 a virus, worm, trojan or other attack on the IT environment which Carbonzero suffers notwithstanding having taken reasonable protective measures.