Terms of use

The following terms of use govern the contractual relationship between

freispace GmbH, Bellermannstr. 93, D-13357 Berlin, Germany
(hereinafter referred to as the Provider)

and the Customer regarding the use of the web-based project planning and scheduling platform freispace (hereinafter referred to as freispace) provided by the Provider. The Customer is a natural or legal person who uses and applies freispace for a fee as part of a subscription or free of charge as a personal user account.

§ 1 Subject matter of the contract

(1) These contractual terms and conditions apply to the use of the software by the customer in accordance with the current product description.

(2) The offer is aimed exclusively at entrepreneurs (§ 14 German BGB).

(3) The software is operated by the provider as a web-based SaaS or cloud solution. The customer is enabled to use the software stored and running on the servers of the provider or a service provider commissioned by the provider via an Internet connection for its own purposes during the term of this contract and to store and process its data with its help and to integrate elements of the software, such as registration masks, into its own website.

(4) These contractual terms and conditions apply exclusively. The customer's contractual terms and conditions shall not apply. Counter-confirmations by the customer with reference to his own terms and conditions are expressly rejected.

§ 2 Registration, conclusion of the contract of use

(1) By registering on the website app.freispace.com with their name, e-mail address and company, the customer submits an offer to conclude this contract of use.

(2) The provider checks the corresponding registration. The user then receives a confirmation e-mail with his access data. The contract shall be deemed concluded upon receipt of the confirmation e-mail.

(3) Upon signing this contract, the defined tariff shall apply with the individual agreements regarding price, contract terms and payment agreements.

§ 3 Type and scope of the service

(1) The Provider shall provide the Customer with the latest version of the software for use at the router exit of the data centre where the server with the software is located ("transfer point"). The software, the computing power required for use and the required storage and data processing space shall be provided by the Provider. However, the provider is not responsible for establishing and maintaining the data connection between the customer's IT systems and the transfer point described.

(2) Insofar as the software runs exclusively on the servers of the Provider or a service provider commissioned by the Provider, the Customer does not require any copyright utilisation rights to the software, nor does the Provider grant any such rights. However, for the term of the contract, the provider grants the customer the non-exclusive, non-transferable right, limited in time to the duration of the licence agreement, to load the user interface of the software for display on the screen into the main memory of the end devices used for this purpose in accordance with the contract and to make the resulting reproductions of the user interface.

(3) The customer may access the software provided from a maximum of as many workstations simultaneously as contractually agreed. If no agreement has been made, the customer may access the software provided from a maximum of one workstation at the same time.

§ 4 Availability of the software

(1) The Provider draws the Customer's attention to the fact that restrictions or impairments to the services provided may arise which are beyond the Provider's control. This includes, in particular, actions by third parties who are not acting on behalf of the provider, technical conditions of the Internet that cannot be influenced by the provider and force majeure. The hardware, software and technical infrastructure used by the customer may also have an influence on the provider's services. Insofar as such circumstances have an influence on the availability or functionality of the service provided by the Provider, this shall have no effect on the contractual conformity of the services provided.

(2) The customer is obliged to notify the provider immediately and as precisely as possible of any functional failures, malfunctions or impairments of the software. If the customer fails to do so, § 536c German BGB shall apply accordingly.

§ 5 Rights to data processing, data backup

(1) The Provider shall comply with the statutory data protection regulations.

(2) The Customer shall grant the Provider the right to reproduce the data to be stored by the Provider for the Customer for the purposes of executing the contract, insofar as this is necessary for the provision of the services owed under this contract. The Provider is also entitled to store the data in a failure system or separate failure computer centre. The Provider is also authorised to make changes to the structure of the data or the data format in order to rectify faults.

(3) The Provider shall regularly back up the Customer's data on the server for which the Provider is responsible to an external backup server. The customer may extract this data at any time for backup purposes, insofar as this is technically possible.

(4) If and insofar as the Customer processes personal data of third parties on IT systems for which the Provider is technically responsible, an order processing agreement pursuant to Art. 28 (3) GDPR must generally be concluded.

§ 6 Support

(1) A support case exists if the software does not fulfil the contractual functions in accordance with the product description.

(2) If the customer reports a support case, he must provide as detailed a description as possible of the respective malfunction in order to enable the most efficient troubleshooting possible.

(3) The provider offers user support during business hours, working days from 09:00 to 18:00. This is available by e-mail.

§ 7 Remuneration

(1) The payment period and amount of the remuneration, as well as the method of payment, are based on the individual agreements in the contract.

(2) If the customer delays the payment of a due remuneration by more than four weeks, the provider is entitled to block access to the software after prior reminder with setting of a deadline and expiry of the deadline.

(3) The Provider's claim to remuneration shall remain unaffected by the blocking. Access to the software shall be reactivated immediately after payment of the arrears. The right to block access also exists as a milder means if the provider has a right to extraordinary cancellation.

(4) After expiry of the minimum term in accordance with the defined terms, the Provider may adjust the prices as well as the rates for an agreed remuneration in line with general price developments. If the increase in the final price agreed with the customer is more than 5%, the customer may terminate the contractual relationship at the end of the current billing cycle.

(5) The remuneration for other services is based on the provider's current prices.

§ 8 Customer's duty to co-operate

(1) The customer shall support the provider in the provision of the contractual services to a reasonable extent.

(2) The customer shall be responsible for the proper and regular backup of his data. This also applies to documents provided to the Provider in the course of contract fulfilment.

(3) In order to use the software, the customer must fulfil the system requirements specified in the product description. The customer is responsible for this.

(4) Insofar as the customer provides the provider with protected content (e.g. graphics, brands and other content protected by copyright or trademark law), the customer shall grant the provider all rights necessary for the fulfilment of the contractual agreement. In this context, the customer assures that it holds all necessary rights to the customer materials provided in order to grant the provider the corresponding rights.

(5) The customer must keep the access data made available to him secret and ensure that any employees to whom access data is made available also do the same. The Provider's services may not be made available to third parties unless this has been expressly agreed by the parties.

§ 9 Warranty

In principle, the statutory provisions on warranty in rental agreements apply. Sections 536b German BGB (knowledge of the Tenant of the defect upon conclusion of the contract or acceptance), 536c German BGB (defects occurring during the rental period; notification of defects by the Tenant) shall apply. However, the application of Section 536a (2) German BGB (tenant's right to rectify defects himself) is excluded. The application of Section 536a (1) German BGB (landlord's liability for damages) is also excluded insofar as the standard provides for strict liability.

§ 10 Liability and compensation

(1) The provider is liable for damages to the customer that were caused intentionally or through gross negligence, that are the result of the non-existence of a guaranteed quality, that are based on a culpable breach of essential contractual obligations (so-called cardinal obligations), that are the result of culpable injury to health, body or life, or for which liability is provided under the Product Liability Act, in accordance with the statutory provisions.

(2) Cardinal obligations are those contractual obligations whose fulfilment is essential for the proper execution of the contract and on whose compliance the contractual partner may regularly rely, and whose breach on the other hand jeopardises the achievement of the purpose of the contract.

(3) In the event of a breach of a cardinal obligation, liability - insofar as the damage is merely due to slight negligence - shall be limited to such damage as must typically be expected to occur when using the contractual software.

(4) Otherwise, liability - regardless of the legal grounds - is excluded.

(5) If damage to the customer results from the loss of data, the provider shall not be liable for this if the damage could have been avoided if the customer had regularly and completely backed up all relevant data. The customer shall carry out a regular and complete data backup himself or have it carried out by a third party and shall be solely responsible for this.

§ 11 Customer data and indemnification from third-party claims

(1) As a technical service provider, the provider stores content and data for the customer, which the customer enters, stores and makes available for retrieval when using the software. The customer undertakes vis-à-vis the provider not to upload any content or data that is punishable by law or otherwise illegal in absolute terms or in relation to individual third parties and not to use any programmes containing viruses or other malware in connection with the software. In particular, the customer undertakes not to use the software to offer unlawful services or goods. With regard to personal data of himself and his users, the customer is the controller in accordance with Art. 4 No. 7 GDPR and must therefore always check whether the processing of such data via the use of the software is supported by corresponding authorisation.

(2) The customer is solely responsible for all content and processed data used by him or his users as well as any legal positions required for this. The Provider takes no notice of the content of the Customer or its users and does not check the content used with the software.

§ 12 Contract term and termination of the contract

(1) The applicable contract term and cancellation periods are set out in the contract.

(2) Upon termination of the contract, the Provider shall return to the Customer all documents and data carriers provided by the Customer and still in the possession of the Provider that are related to this contract and delete the data stored by the Provider, provided that no retention obligations or rights exist.

(3) The Provider shall make the data created by the Customer available to the Customer for download at any time and in full without request. The data shall be made available in an Excel file.

(4) Against payment of a fee, the Provider shall transfer the data in a suitable format to a third company of the Customer's choice.

§ 13 Confidentiality

(1) The parties are obliged to keep permanently confidential, not to disclose to third parties, record or utilise in any other way all information about the other party that has become known or becomes known to them in connection with this contract, which is marked as confidential or is recognisable as business and trade secrets (hereinafter: "confidential information") on the basis of other circumstances, unless the other party has expressly consented to the disclosure or use in writing or the information must be disclosed by law, court order or an administrative decision.

(2) The information is not confidential information within the meaning of this clause 13 if it

• was already known to the other party without the information being subject to a confidentiality obligation,
• is generally known or becomes known without breach of the confidentiality obligations assumed,
• is disclosed to the other party by a third party without breach of a confidentiality obligation.

(3) The obligations under this Section 13 shall survive the end of this Agreement.

§ 14 Transfer of rights and obligations

The assignment of rights and obligations arising from this contract is only permitted with the prior written consent of the provider. The provider is entitled to entrust third parties with the fulfilment of the obligations arising from this contract.

§ 15 Data Mining

The Provider prohibits the use or downloading of content from this website and the app by third parties for the development, training or operation of artificial intelligence or other machine learning systems (“text and data mining”), subject to the express written consent of the owner of the website. Without such consent, it is prohibited to use the content of the website for text and data mining. Existing meta information in the HTML code must be respected ("<meta name="robots" content="noai,noimageai">"). However, this reservation of use also applies if there is no meta information on the website that blocks the corresponding processes, and even if bots that have the purpose of reading the website for the purposes of text and data mining are not blocked by means of technical processes.

§ 16 Final provisions

(1) The law of the Federal Republic of Germany shall apply. The application of the UN Convention on Contracts for the International Sale of Goods is excluded. If the customer is a merchant, a legal entity under public law or a special fund under public law, the exclusive place of jurisdiction shall be Berlin.

(2) Subsidiary agreements, amendments and supplements to these agreements must be made in writing. This also applies to the waiver of the written form requirement.

(3) Should a provision of the contract be or become invalid or should the contract be incomplete, the legal validity of the remaining provisions shall remain unaffected. The invalid provision shall be replaced by a provision that comes closest to the meaning and purpose of the invalid provision in a legally effective manner. The same applies to any loopholes in the contract.