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General Terms and Conditions for the use of “LANGUISE”

1 Subject of the contract

1.1 These General Terms and Conditions (GTC) apply to the use of the AI-based Software (hereinafter referred to as “LANGUISE” or “Software”) provided by BUILBRIDGE, Lütticher Straße 36, 40547 Düsseldorf, Germany, provided on the website "www.languise.com", or as "Languise App".

1.2 LANGUISE is operated by BUILBRIDGE as a web-based SaaS solution. You are allowed to use LANGUISE which is stored and running on exclusively EU-based servers of BUILBRIDGE or of a service provider commissioned by BUILBRIDGE, such as Amazon Web Service, via an Internet connection and browser access for your own purposes during the term contract and to save and process your data using the Software.

1.3 These GTC apply both to entrepreneurs in accordance with Section 14 of the German Civil Code (BGB) and to consumers in accordance with Section 13 of the German Civil Code. A consumer is any natural person who concludes a legal transaction for purposes that cannot primarily be attributed to their commercial or independent professional activity. The “additional conditions for consumers” apply to consumers, additionally. Minors can only use our Software with the consent of their legal guardians.

1.4 These GTC apply exclusively to the contractual relationship.

1.5 You declare your agreement to the validity of these GTC when placing orders and registering as a user on the website or app by clicking on a corresponding button.

2 Registration, assurances upon registration, conclusion of contract

2.1 In order to use our services, you must first register on the website. You are only allowed to register once and create only one user profile. The registration is free. Limited, free use without registration is also (currently) provided.

2.2 You can create an Account via manual registration, or by using your Google Account login details. If you create an LANGUISE Account using those Third-Party platform account details, you authorize us to access and use information from these for authentication purposes.

2.3 By completing your registration, you are making an offer to conclude a license agreement and guaranteeing that all the data you provided during registration is true and complete. You are obliged to report any changes to your registration data immediately. The license agreement concluded through registration includes the use of the “free 30-day version” of the Software within the meaning of Section 3.1.

2.4 BUILBRIDGE accepts this offer by activating the respective user account for the services. With this acceptance, the contract is concluded.

2.5 If you do not use the Software yourself as a natural person, only those people who are in a service, employment or training relationship with you at the time the contract is concluded can be authorized to use it. Direct or indirect use by persons other than you or as described in sentence 1 is not permitted. You warrant that you have obliged every user to comply with these GTC and in this respect you release BUILBRIDGE from all claims in accordance with the regulation in section 6.7.

2.6 You are obliged to keep the password you chose during registration and the other access data secret and to ensure that authorized persons to whom you provide access data also do the same. BUILBRIDGE will never ask you for to share your password at any time outside of the access to the Software.

2.7 By presenting and advertising products and services on our website, we do not make a binding offer to sell specific products or services. If you would like to purchase paid versions of the Software (i.e. “paid versions” within the meaning of Section 3.1), you can initiate the initially non-binding ordering process by clicking the “Buy now” button. If provided for the respective paid version, in the next step you can specify how many users a license for the respective paid version should be purchased for. By clicking on the “Complete order / Order with obligation to pay” button, you place a binding order for the previously selected Software version. Confirmation of receipt of your order will be sent by email immediately after you submit the order. The point in time at which the contract with us comes into effect depends on the payment method you choose.

3 Variants of use, prices, price changes and payment conditions

3.1 BUILBRIDGE offers registered users two usage options on its websites:

a) a free but functionally limited version (“Free Version”) and

b) several paid versions with additional functions (“paid version”).

3.2 Details about the fees for the individual paid versions are regulated on the websites in the “Prices” section. The prices stated there are binding and do not include the applicable statutory tax. Every fee is due for payment upon conclusion of the contract for the entire term.

3.3 Payment may be made by credit card or Google Pay. If a fee cannot be collected, you will be responsible for all costs incurred, to the extent you are responsible for the cause of the occurrence, including any bank fees or equivalent fees associated with the refund.

3.4 For the fees to be paid, you can download invoice in LANGUISE.

4 Type and scope of the service

4.1 BUILBRIDGE makes the Software available for you to use in its current version at the router exit of the data center in which the server with the Software is located (“transfer point”). The Software, the computing power required to operate the Software in the data center and the storage and data processing space required for this are provided by BUILBRIDGE. However, BUILBRIDGE is not responsible for establishing and maintaining the data connection between your IT systems and the described transfer point.

4.2 BUILBRIDGE grants you, for the term of the contract, the non-exclusive, non-transferable right, limited to the duration of the usage contract, to use the Software for your own purposes, to store and process your data using the Software, and to use the Software's user interface to be loaded into the RAM of the end devices used for this purpose in accordance with the contract for display on the screen and to make the resulting copies of the user interface.

4.3 The contractually agreed service may not be made available to third parties unless this has been expressly agreed by the contract parties.

5 Availability and changes to the Software

5.1 BUILBRIDGE will enable the use of the Software within the framework of the proven state of the art and strives to ensure the greatest possible availability. BUILBRIDGE reserves the right to temporarily restrict access to the Software or its use in whole or in part if this is necessary with regard to capacity limits, the security or integrity of the servers or to implement technical measures and if this serves to ensure the proper or improved provision of the services (e.g. during maintenance work, updates, upgrades). During the term of the Agreement, BUILBRIDGE will provide you with updates necessary to maintain the Software's compliance with the Agreement and will provide you with appropriate notice of these updates. Furthermore, BUILBRIDGE is not obliged to provide updates or upgrades for the Software or to adapt the Software in any other way to any changes in hardware and/or Software (in particular operating systems or web browsers).

5.2 BUILBRIDGE points out that restrictions or impairments to the services provided may arise that are beyond BUILBRIDGE's control. This includes, in particular, actions by third parties who do not act on behalf of BUILBRIDGE, technical conditions of the Internet that cannot be influenced by BUILBRIDGE, and force majeure. The hardware, Software and technical infrastructure you use can also have an impact on the services. To the extent that such circumstances influence the availability or functionality of the service provided by BUILBRIDGE, this has no effect on the contractual conformity of the services provided.

5.3 You are obliged to report any functional failures, malfunctions or impairments of the Software to BUILBRIDGE immediately and as precisely as possible. If you fail to cooperate, Section 536c of the German Civil Code (BGB) applies accordingly.

5.4 BUILBRIDGE is entitled to further develop and change the Software if such further development or change (i) is necessary for BUILBRIDGE to comply with mandatory legal requirements, (ii) merely means an adaptation to the proven or current state of the art or (iii ) does not go beyond what is customary for comparable Software and what is reasonable for you, i.e. does not disappoint your legitimate expectation of continuing to use essential functions available to the Software.

6 Obligations of the user

6.1 In order to use the Software, you must meet the system requirements stated in the product description; You are responsible for this yourself. Using the Software requires a sufficient internet connection, which you must ensure yourself. Offline use of the Software is not possible.

6.2 You are solely responsible for properly and regularly backing up your data. This also applies to documents provided by BUILBRIDGE in the course of contract processing (e.g. invoices).

6.3 If you provide BUILBRIDGE with protected content (e.g. graphics, brands, texts and other content protected by copyright or trademark law as part of the use of the Software), you grant BUILBRIDGE all the rights necessary to carry out the contract. This includes in particular the right to make the relevant content accessible to other users, if necessary, as part of the execution of the contract. In this respect, you assure that you have all necessary rights to the materials provided in order to grant BUILBRIDGE the corresponding rights.

6.4 You are obliged to comply with applicable laws and the rights of third parties when using the content and services on the websites. In particular, you are prohibited from

  • use offensive or defamatory content, regardless of whether this content concerns other users, BUILBRIDGE employees or other people or companies,
  • to use pornographic content or content that violates youth protection laws or to advertise, offer or distribute pornographic products or products that violate youth protection laws,
  • to harass other users unreasonably (particularly through spam) (e.g. in accordance with Section 7 UWG),
  • to use content protected by law (e.g. by copyright, trademark, patent, design or utility model law) without being authorized to do so, or to advertise, offer or distribute legally protected goods or services and
  • engage in or promote anti-competitive conduct, including progressive solicitation (such as chain, pyramid or pyramid schemes).

6.5 You are also prohibited from doing the following:

  • Use of any mechanisms, software or scripts in connection with the use of the Website. However, you may use the interfaces, in particular APIs or software, that are made available to you as part of the services offered on our website or app.
  • Dissemination and public reproduction of content from the websites or from other users.
  • Any action that is likely to impair the functionality of the LANGUISE infrastructure, in particular to place an excessive load on it.

6.6 If the content you have posted or your use of the services violates the rights of third parties or legal requirements, you will immediately stop the non-contractual and/or illegal use.

6.7 You release BUILBRIDGE from all claims, including claims for damages, that other users or other third parties assert against BUILBRIDGE due to an infringement of their rights by (i) the content you have posted, or (ii) your use of the Software. You shall bear all reasonable costs incurred by us as a result of any infringement of third-party rights, including reasonable costs incurred for legal defense. The above obligation from this section 6.7 does not apply if BUILBRIDGE is responsible for the infringement. All further rights and claims for damages of BUILBRIDGE remain unaffected.

7 Warranty

7.1 You must report any defects in the Software to BUILBRIDGE immediately and in writing. The written notice of defects must describe the defect and the corresponding data processing environment as precisely as possible.

7.2 The legal regulations regarding warranties in rental agreements generally apply. Sections 536b BGB (knowledge of the tenant about the defect upon conclusion of the contract or acceptance), 536c BGB (defects occurring during the rental period; notification of defects by the tenant) applies. No-fault liability for defects existing at the time of conclusion of the contract in accordance with Section 536a Paragraph 1 of the German Civil Code (the landlord's obligation to pay damages) is excluded.

7.3 Warranty rights do not apply if the defect in the Software arose due to inadmissible, unsuitable or improper handling or use of the Software by you or due to a change to the Software not authorized by BUILBRIDGE.

8 Liability of BUILBRIDGE

8.1 BUILBRIDGE is liable to you in all cases of contractual and non-contractual liability in the event of intent and gross negligence, in the event of culpable injury to life, body or health, in the assumption of a guarantee and in the event of liability under the Product Liability Act.

8.2 In other cases, BUILBRIDGE is only liable in the event of a simple negligent breach of an essential contractual obligation, i.e. a contractual obligation whose fulfillment is essential for the proper execution of the contract and on whose compliance you as a customer can regularly rely, and this is limited to the replacement of the foreseeable and typical damage. In all other cases, BUILBRIDGE's liability is excluded.

8.3 If you suffer damages resulting from the loss of data, BUILBRIDGE is not liable for this if the damages could have been avoided if you had regularly and completely backed up all relevant data. You will carry out regular and complete data backups yourself or have them carried out by a third party and are solely responsible for this.

9 Termination of the contract

9.1 The contract for the registered free version of the Software runs for 30 days. You can terminate this contract earlier at any time and without giving reasons or notice. Please send us your cancellation notice using the contact form available on every page of the websites and provide your username and email address registered on our website or App. Alternatively, you can terminate your contract under “Subscription” in the account area. After the expiry of 30 days of registration for the free version, you will continue the usage as paid version of LANGUISE.

9.2 The contract for the paid versions of LANGUISE is concluded as a subscription contract with a fixed minimum usage period of, for example, one or twelve months. The length of the minimum usage period is determined in the ordering process. Subject to the contrary regulation for consumers in Section 11 of these contractual conditions, the subscription contract for the paid version will be extended after the expiry of the minimum period of use by a period corresponding to the minimum period of use, unless the contract is terminated beforehand in a timely manner. The subscription contract for the paid version can be canceled by you or by BUILBRIDGE without giving reasons with thirty (30) days' notice to the end of the minimum usage period booked in the ordering process or thereafter to the end of each extension period. Termination can be declared to BUILBRIDGE by using the contact form accessible from any page on the LANGUISES website or by email. When canceling, you must provide the username and email address registered on the LANGUISE websites.

9.3 The right of both parties to terminate the usage contract for the Software without notice for good cause remains unaffected.

9.4 If there is good cause, BUILBRIDGE can also impose the following sanctions against you, regardless of termination:

  • Delete any infringing content you have posted;
  • Issuance of a warning;
  • (temporary) blocking of access to the services offered by BUILBRIDGE until you have remedied an identified legal violation.

10 Final provisions

10.1 Changes and additions to these contractual conditions must be made in writing. This applies in particular to a waiver of this written form clause.

10.2 If individual provisions of these contractual terms and conditions are or become invalid, the effectiveness of the remaining provisions will not be affected. The parties undertake to replace the invalid provision with one that comes closest to the economic intent of the invalid provision in a legally permissible manner. The same applies to gaps in the agreement.

10.3 The law of the Federal Republic of Germany applies, excluding the UN Convention on Contracts for the International Sale of Goods. If you are a consumer and have your habitual residence in another country at the time the contract is concluded, the application of the mandatory legal provisions of that country remains unaffected by the choice of law made in sentence 1.

10.4 If you are a merchant, the exclusive place of jurisdiction is Düsseldorf. Otherwise, the applicable legal provisions apply to local and international jurisdiction.

Additional conditions for consumers

The following conditions only apply to consumers. In the event of a conflict with the remaining contractual conditions, the provisions of this section take precedence.

11 Term and payment conditions for consumer transactions

If you conclude the usage contract via the paid version as a consumer, this contract will be extended for an indefinite period of time after the minimum usage period has expired, contrary to Section 9.2. In this case, you can cancel the paid version at any time with one (1) months’ notice after the minimum usage period booked in the ordering process has expired.

12 Cancellation policy (only for CONSUMERS)

12.1 Right of withdrawal: As a consumer, you have the right to withdraw from this contract within 14 days without giving reasons. The period for revocation begins on the day the contract is concluded; We expressly point out the regulations on the exclusion of the right of withdrawal for digital content – see section 14.3 below. To meet the cancellation deadline, it is sufficient to send a clear statement of your decision to withdraw this contract in a timely manner using the contact form available on any of our websites or by email “info(at)languise.com”.

12.2 Consequences of withdrawal: In the event of an effective withdrawal of a paid version, the services received by both parties must be returned immediately, but no later than within 14 days, and any benefits derived (e.g. interest) must be surrendered.

13 Online dispute resolution for consumers

For our customers and consumers, the European Commission provides a platform for out-of-court online dispute resolution (OS platform), which can be accessed at https://www.ec.europa.eu/consumers/odr. You can find our email address in our legal notice. We are neither obliged nor willing to take part in the dispute resolution process.

AI use conditions

1 Scope

1.1 These terms and conditions (“AI Terms”) apply to the access to and use of artificial intelligence services or services supported by artificial intelligence and functions (“AI Functions”) of LANGUISE (“LANGUISE” or “Software”) as Software-as-a-Service provided by BUILBRIDGE. The AI conditions are part of our General Terms and Conditions (“Terms and Conditions”), which also apply to the AI functions.

2 Use of our AI features and obligations of the user

2.1 If you use our AI features, you may provide data to be processed by the Software (“AI Input”) and receive data generated and returned based on your AI Input (“AI Output “). If you use our AI features, the right to use our AI features includes the right to use any results of the AI features based on the input you provide.

2.2 Your data is processed by AI and machine learning models to generate outputs. These are currently provided by a third party, by using Chat GPT API provided by OpenAI Inc., 3180 18th St, San Francisco, California 94110, USA as part of the AI-enabled features for the BUILBRIDGE (“AI-enabled features”).

2.3 Due to the novelty of AI technology, all AI-enabled functions are provided “as is”. If users of the customer account make use of AI-enabled features, this also means the instruction to BUILBRIDGE to transmit the relevant data to the respective Third-Party provider. OpenAI has declared to no longer use the data submitted via the API to train its models unless customers expressly consent to this use.

“Our Commitments” OpenAI: https://openai.com/enterprise-privacy#our-commitments

2.4 You are solely responsible for the content, development, operation, maintenance and use of your data used as AI input or AI output. You ensure that your use of our AI features and the use of your AI output (i) does not violate any applicable law, (ii) does not violate these AI Terms, our Terms and Conditions or any other agreement regarding the use of our Services or (iii) will not violate, violate or misappropriate our rights or the rights of any third party.

2.5 You must ensure that the input of personal data, its use in relation to the AI functions and the use of the output, if it contains personal data, complies with the requirements of the GDPR, as you remain the data controller. We or our service providers process the data on your behalf and in accordance with the requirements of the concluded contract for order processing. When using our AI functions, it is prohibited to use and enter special data categories in accordance with Art. 9 GDPR or information that is subject to the protection of trade secrets of the user's company or a third party. It is also prohibited to use the AI functions for illegal purposes.

2.6 Otherwise, the terms of use of our General Terms and Conditions, in particular Sections 4.2, 4.3 and Section 6, apply accordingly.

2.7 If you use our AI features, you may not use them in a manner that violates OpenAI's policies, including but not limited to the Content Policy (OpenAI); Sharing and Publication Policy (OpenAI); Community Guidelines (OpenAI).

3 Scope of AI output

3.1 Our AI capabilities are designed to identify connections in data, intelligently connect data, draw conclusions and make predictions to automate processes, create content, provide inspiration and complete tasks faster.

3.2 You acknowledge that due to the nature of AI and machine learning models, AI output may not be unique and our AI functions may produce the same or similar output as other third parties. You also acknowledge that the Output is not a work created by a natural person and is therefore generally not protected by copyright, at least prior to reasonable editing.

3.3 You further acknowledge that AI models may produce inaccurate or offensive content that does not reflect the views of BUILBRIDGE or your own views. You should carefully consider the generated AI output before relying on, publishing or otherwise using it. AI output that appears accurate due to its level of detail may still contain inaccurate material.

4 Warranty and liability

4.1 BUILBRIDGE assumes no liability for the results that can be achieved by AI models through your use of our AI functions. You acknowledge and agree that any content or data generated through the use of our AI features will be processed at your own risk and responsibility. In particular, BUILBRIDGE assumes no liability for the accuracy, quality, completeness, reliability or suitability of the content or results provided as part of the AI functions for the intended purpose.

4.2 Notwithstanding anything to the contrary in our Terms and Conditions or other agreements with us, downtime of AI functions resulting from the failure of a third-party provider will not be included in the calculation of availability and downtime.

4.3 Otherwise, the warranty and liability provisions of our general terms and conditions, in particular numbers 7 and 8, apply accordingly.

5 Release of Liability

5.1 You release BUILBRIDGE from all claims, including claims for damages, brought by other users or other third parties against BUILBRIDGE due to the violation of their rights by (i) content posted by you or (ii) use of the AI functions by you or (iii) Content used by you as input can be claimed. You shall bear all reasonable costs incurred by us as a result of any infringement of third-party rights, including reasonable legal defense costs. All further rights and claims for damages of BUILBRIDGE remain unaffected by this.