Terms of service
Version: 1.0
Last update: 2023-02-01
General Terms
The following terms of service (these “Terms of Service“), govern your access to and use of the Bimify platform, including any content, functionality and services (the “Services”) offered on or through www.app.bimify.com (the “Platform“) by Bimify AB (Reg.nr. 559369-7898, Address: Kungsgatan 9, 111 43 Stockholm, Sweden), as applicable. Bimify AB and its subsidiaries are collectively referred hereto as “Bimify” “we” or “us” and “you” or “user” means you as a user of the Platform.
Please read the Terms of Service carefully before you start to use the Platform. The following Terms set forth the legally binding terms between Bimify and the Organization registering for and/or using the Platform, as well as the individual creating a “User Account”. By registering an Organization you, as the representative of that Organization, agree to bind this Organization by these Terms as a User. If you are accessing or using the Services on behalf of a business or entity, then that business or entity is legally and financially responsible for your access to and use of the Services as well as for the use of your account by others affiliated with your entity, including any employees, agents or contractors.
By creating a User Account you give us permission to collect personal data about you according to Bimify’s Privacy Policy. If you do not want to agree to these Terms of Service or the Privacy Policy, you must not access or use the Platform. This Platform is offered and available to users who are at least 18 years of age and of legal age to form a binding contract. By using the Services, you represent and warrant that you are over the age of 18.
Registering and Accounts
The Platform can be used by an Organization that has been approved by Bimify. In order to register as an Organization on the Bimify Platform, you need to register a User Account and complete the applicable registration process and provide all mandatory information required by Bimify.
Bimify reserves the right to verify and approve any User including verifying the representative of any organization who carries out the registration process to create a User Account. Bimify will, inter alia, take into account possible formal restrictions applicable in the representative’s domicile.
Bimify reserves the right to refuse to let you register or use the Services at our sole discretion, and we are not obliged to provide you with any reasons for such refusal. We may do this even if you complete the registration process and agree to these Terms.
You are responsible for maintaining the confidentiality of your account and password, including but not limited to the restriction of access to your computer and/or account. You agree to accept responsibility for any and all activities or actions that occur under your account and/or password, whether your password is with our Services or a third-party service. You must notify us immediately upon becoming aware of any breach of security or unauthorized use of your User Account.
You may not use as a username the name of another person or entity that is not lawfully available for use, or a name or trademark that is subject to any rights of another person or entity other than you, without appropriate authorization. You may not use as a username any name that is offensive, vulgar, or obscene.
All information you give us must be truthful, accurate, and complete. This includes the information that you provide in the vetting process, the registration process, and at any time after that.
Additional User Accounts
When registering an Organization for use of the Services you will be able to register additional User Accounts for individuals within the Organization who also will be authorized to represent the Organization. By registering such User Accounts you warrant that the individual(s) will have the necessary authority to act on the Organization’s behalf to bind the Organization in performing any obligations at all times and that you will not permit any individual who does not have such authority to use the Services on your Organization’s behalf.
If an individual with a User Account leaves your Organization or is otherwise no longer authorized to access the Platform on your Organization’s behalf, you must de-register the applicable User Account.
Right to limit, block or suspend User Accounts
Bimify reserves the right to limit, block or suspend any User, Organization and/or connected User Account if:
1) Bimify, in their reasonable opinion, believe that an Organization, User or an individual have acted in violation of these Terms or any other agreement with Bimify;
2) Bimify is required to do so under any applicable law, regulation, or an order issued by an authority;
3) Bimify suspects that an Organization is using the Platform, Services and/or any company associated with Bimify or their services, to engage in, attempt to engage in, or in connection with fraudulent or unauthorized manner, money laundering, terrorist financing or other financial crime;
4) Bimify has reason to believe that an Organization, User or an individual has supplied false, misleading, or deceptive information in connection with registration, identity verification;
5) Bimify has reason to believe that an Organization, User or an individual is conducting competitive business activities to the Bimify’s offering and Services; or
6) Bimify has reason to believe unauthorized attempts were/are made to access a User Account.
License
Bimify grants you a revocable, non-exclusive, non-transferable, limited license to access and use the Platform strictly in accordance with the terms of this Agreement.
Restrictions
You agree not to, and you will not permit others to:
1) License, sell, rent, lease, assign, distribute, transmit, host, outsource, disclose or otherwise commercially exploit the Platform and content, functionality and Services or make it available to any third party.
2) Modify, make derivative works of, disassemble, decrypt, reverse compile or reverse engineer any part of the Platform.
3) Remove, alter or obscure any proprietary notice (including any notice of copyright or trademark) of Bimify or its affiliates, partners, suppliers or the licensors of the Platform.
Orders
Orders placed through the Platform and the corresponding Delivery and Payment terms are handled by a separate agreement attached to each Order.
Your Suggestions
Any feedback, comments, ideas, improvements or suggestions (collectively, “Suggestions“) provided by you to Bimify with respect to the platform shall remain the sole and exclusive property of Bimify.
Bimify shall be free to use, copy, modify, publish, or redistribute the Suggestions for any purpose and in any way without any credit or any compensation to you.
Links to Other Websites
These Terms & Conditions apply only to the Services. The Services may contain links to other websites not operated or controlled by Bimify. We are not responsible for the content, accuracy or opinions expressed in such websites, and such websites are not investigated, monitored or checked for accuracy or completeness by us. Please remember that when you use a link to go from the Services to another website, our Terms & Conditions are no longer in effect. Your browsing and interaction on any other website, including those that have a link on our Platform, is subject to that website’s own rules and policies. Such third parties may use their own cookies or other methods to collect information about you.
Changes to our Terms & Conditions
You acknowledge and agree that Bimify may stop (permanently or temporarily) providing the Services (or any features within the Platform) to you or to users generally at Bimify’s sole discretion, without prior notice to you. You may stop using the Services at any time. You do not need to specifically inform Bimify when you stop using the Services. You acknowledge and agree that if Bimify disables access to your account, you may be prevented from accessing the Services, your account details or any files or other materials which are contained in your account.
If we decide to change our Terms & Conditions, we will post those changes on this page, and/or update the Terms & Conditions modification date on the top.
Modifications to our Platform
Bimify reserves the right to modify, suspend or discontinue, temporarily or permanently, the Platform or any service to which it connects, with or without notice and without liability to you. Bimify reserves the right to modify the Platform and Services in a way that requires the provision of additional information in order to perform the Services and develop Orders placed through the Platform.
Updates to our Platform
Bimify may from time to time provide enhancements or improvements to the features/ functionality of the platform, which may include patches, bug fixes, updates, upgrades and other modifications (“Updates“).
Updates may modify or delete certain features and/or functionalities of the platform. You agree that Bimify has no obligation to (i) provide any Updates, or (ii) continue to provide or enable any particular features and/or functionalities of the Platform to you.
You further agree that all Updates will be (i) deemed to constitute an integral part of the Platform, and (ii) subject to the terms and conditions of this Agreement.
Third-Party Services
We may display, include or make available third-party content (including data, information, applications and other products and services) or provide links to third-party websites or services (“Third-Party Services“).
You acknowledge and agree that Bimify shall not be responsible for any Third-Party Services, including their accuracy, completeness, timeliness, validity, copyright compliance, legality, decency, quality or any other aspect thereof. Bimify does not assume and shall not have any liability or responsibility to you or any other person or entity for any Third-Party Services.
Third-Party Services and links thereto are provided solely as a convenience to you and you access and use them entirely at your own risk and subject to such third parties’ terms and conditions.
Term and Termination
This Agreement shall remain in effect until terminated by you or Bimify.
Bimify may, in its sole discretion, at any time and for any or no reason, suspend or terminate this Agreement with or without prior notice.
This Agreement will terminate immediately, without prior notice from Bimify, in the event that you fail to comply with any provision of this Agreement. You may also terminate this Agreement by notifying Bimify the email below to delete your User Account. As long as your Organisation as well as Additional User Accounts remain registered, they remain bound by these Terms. Deleting the whole Organisation and all of its User Accounts, this Agreement between your Organisation and Bimify will be terminated.
Termination of this Agreement will not limit any of Bimify’s rights or remedies at law or in equity in case of breach by you (during the term of this Agreement) of any of your obligations under the present Agreement.
Copyright infringement notice
If you are a copyright owner or such owner’s agent and believe any material on our Platform constitutes an infringement on your copyright, please contact us setting forth the following information: (a) a physical or electronic signature of the copyright owner or a person authorized to act on his behalf; (b) identification of the material that is claimed to be infringing; (c) your contact information, including your address, telephone number, and an email; (d) a statement by you that you have a good faith belief that use of the material is not authorized by the copyright owners; and (e) a statement that the information in the notification is accurate, and, under penalty of perjury you are authorized to act on behalf of the owner.
Indemnification
You agree to defend, indemnify and hold harmless Bimify and its licensee and licensors, and their employees, contractors, agents, officers and directors, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney’s fees), resulting from or arising out of (a) your use and access of the Services, by you or any person using your account and password; (b) a breach of these Terms; or (c) your User Content provided to the Services.
Limitation of Liability
IN NO EVENT SHALL BIMIFY, NOR ITS DIRECTORS, EMPLOYEES, PARTNERS, AGENTS, SUPPLIERS, OR AFFILIATES, BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION, LOSS OF PROFITS, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM (A) YOUR ACCESS TO OR USE OF OR INABILITY TO ACCESS OR USE THE SERVICES; (B) ANY CONDUCT OR CONTENT OF ANY THIRD PARTY ON THE SERVICES; (C) ANY CONTENT OBTAINED FROM THE SERVICES; AND (D) UNAUTHORISED ACCESS, USE OR ALTERATION OF YOUR TRANSMISSIONS OR CONTENT, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE) OR ANY OTHER LEGAL THEORY, WHETHER OR NOT WE HAVE BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, AND EVEN IF A REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.
Disclaimer
YOUR USE OF THE SERVICES IS AT YOUR SOLE RISK. THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. THE SERVICES ARE PROVIDED WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OR COURSE OF PERFORMANCE. BIMIFY, ITS SUBSIDIARIES, ITS AFFILIATES, AND ITS LICENSORS DO NOT WARRANT THAT (A) THE SERVICES WILL FUNCTION UNINTERRUPTED, SECURE OR AVAILABLE AT ANY PARTICULAR TIME OR LOCATION; (B) THE ACCURACY, COMPLETENESS, CURRENCY, OR RELIABILITY OF ANY OF THE CONTENT ON THE SERVICES, OR THAT ANY ERRORS OR DEFECTS WILL BE CORRECTED; (C) THE SERVICES ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR (D) THE RESULTS OF USING THE SERVICES WILL MEET YOUR REQUIREMENTS.
General limitation of liability
You, and your Organization, agree to hold Bimfy and its parent companies, sister companies, subsidiaries, affiliates, service providers, other users, distributors, licensors, officers, directors, and employees free from any claim or demand, including all attorney fees, from You, or your Organization, for any direct, indirect, random, special, following or specific injury, including but not limited to, damages for loss of profits, goodwill, use, data or other intangible losses, and including injuries resulting from:
1) the use or inability to use, including errors/mistakes, interruptions or delays; unauthorized access to or alteration of your trade documents and/or transactions; or,
2) any other issue relating to the Platform or Services.
Bimify’s maximum aggregate liability for losses or damages suffered in respect of all claims arising in connection with these Terms shall not exceed the sum of Your or your Organization’s total payments for Orders placed through the Platform within the last 3-months period.
Severability
If any provision of this Agreement is held to be unenforceable or invalid, such provision will be changed and interpreted to accomplish the objectives of such provision to the greatest extent possible under applicable law and the remaining provisions will continue in full force and effect.
This Agreement, together with the Privacy Policy and any other legal notices published by Bimify on the Services, shall constitute the entire agreement between you and Bimify concerning the Services. If any provision of this Agreement is deemed invalid by a court of competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of this Agreement, which shall remain in full force and effect. No waiver of any term of this Agreement shall be deemed a further or continuing waiver of such term or any other term, and Bimify’s failure to assert any right or provision under this Agreement shall not constitute a waiver of such right or provision. YOU AND Bimify AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THE SERVICES MUST COMMENCE WITHIN SIX (6) MONTHS AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED.
Waiver
Except as provided herein, the failure to exercise a right or to require the performance of an obligation under this Agreement shall not affect a party’s ability to exercise such right or require such performance at any time thereafter nor shall be the waiver of a breach constitute waiver of any subsequent breach.
No failure to exercise and no delay in exercising, on the part of either party, any right or any power under this Agreement shall operate as a waiver of that right or power. Nor shall any single or partial exercise of any right or power under this Agreement preclude further exercise of that or any other right granted herein. In the event of a conflict between this Agreement and any applicable Order or other terms, the terms of this Agreement shall govern.
Amendments to this Agreement
Bimify reserves the right, at its sole discretion, to modify or replace this Agreement at any time. If a revision is material we will provide at least 30 days notice prior to any new terms taking effect. What constitutes a material change will be determined at our sole discretion.
By continuing to access or use our Platform after any revisions become effective, you agree to be bound by the revised terms. If you do not agree to the new terms, you are no longer authorized to use Bimify.
Entire Agreement
The Agreement constitutes the entire agreement between you and Bimify regarding your use of the Platform and supersedes all prior and contemporaneous written or oral agreements between you and Bimify.
You may be subject to additional terms and conditions that apply when you use or purchase other Bimify’s Services, which Bimify will provide to you at the time of such use or purchase.
Updates to Our Terms
We may change our Services and policies, and we may need to make changes to these Terms so that they accurately reflect our Services and policies. Unless otherwise required by law, we will notify you (for example, through our Platform) before we make changes to these Terms and give you an opportunity to review them before they go into effect. Then, if you continue to use the Services, you will be bound by the updated Terms. If you do not want to agree to these or any updated Terms, you can email us to the email below to delete your account.
Intellectual Property
The Platform and its entire contents, features and functionality (including but not limited to all information, software, pricing, text, displays, images, video and audio, and the design, selection and arrangement thereof), are owned by Bimify, its licensors or other providers of such material whether those rights are registered or not, and wherever in the world those rights may exist. The material may not be copied, modified, reproduced, downloaded or distributed in any way, in whole or in part, without the express prior written permission of Bimify, unless and except as is expressly provided in these Terms & Conditions. Any unauthorized use of the material is prohibited.
You are the owner of the end-product of Orders placed through the Platform (“Deliverables”) and the provided reference materials needed for the development of orders. However, Bimify withholds a non-exclusive, royalty-free, worldwide license to use Deliverables or parts of the information contained within (a) to be able to perform the Services offered to you, (b) to train and improve our algorithms and (c) to use for marketing and showcasing purposes which includes, but is not limited to, in promotional materials, advertising, social media posts, and showcasing on our website or other marketing channels.
Confidential information
You, your Organization and Bimify (separately “Party”, together “Parties”) each undertake to treat as “Confidential Information” as and when disclosed to the other party; all of the other party’s information, technical and business data or know-how which is designated in writing, or identified orally as confidential or proprietary, or which information would, under the circumstances, appear to a reasonable person to be, confidential and/or proprietary information. Confidential Information does however not include information that:
1) was in or enters the public domain through no fault of the receiving party;
2) is communicated by a third party to the receiving party free of any obligation of confidentiality;
3) has been independently developed by the receiving party without reference to any Confidential Information of the disclosing party; or,
4) was in the receiving party’s lawful possession prior to disclosure and had not been obtained either directly or indirectly from the disclosing party.
Each Party shall hold the other Party’s Confidential Information in confidence and shall not disclose such Confidential Information to third parties nor use the other Party’s confidential information for any purpose other than as required to perform under these Terms or any other agreement between the Parties.
Assignment
Neither You nor your Organization has the right to transfer, assign or sublicense its rights under these Terms to any other third party, in whole or in part, without the prior written consent of Biimify.
Governing law and Disputes
These Terms and any dispute or claim arising out of or in connection with it or its subject matter or formation shall be governed by and construed in accordance with the laws of Sweden. This English version of these Terms shall be deemed as the original, governing version. In the event of a dispute or claim arising out of or in connection with these Terms or its subject matter or formation, the parties involved shall first seek settlement of that dispute by mediation or negotiation. In the event of a dispute, you or Bimify must give the other a “Notice of Dispute”, which is a written statement that sets forth the name, address, and contact information of the party giving it, the facts giving rise to the dispute, and the relief requested. You must send any Notice of Dispute via email to: info@bimify.com. Bimify will send any Notice of Dispute to you by mail to your address if we have it, or otherwise to your email address.
If the dispute is not settled by mediation or negotiation, each party irrevocably agrees that the dispute shall be settled by the District Court of Stockholm, Sweden.
Submissions and Privacy
In the event that you submit or post any ideas, creative suggestions, designs, photographs, information, advertisements, data or proposals, including ideas for new or improved products, services, features, technologies or promotions, you expressly agree that such submissions will automatically be treated as non-confidential and non-proprietary and will become the sole property of Bimify without any compensation or credit to you whatsoever. Bimify and its affiliates shall have no obligations with respect to such submissions or posts and may use the ideas contained in such submissions or posts for any purposes in any medium in perpetuity, including, but not limited to, developing, manufacturing, and marketing products and services using such ideas.
Typographical Errors
In the event a product and/or service is listed at an incorrect price or with incorrect information due to a typographical error, we shall have the right to refuse or cancel any orders placed for the product and/or service listed at the incorrect price. We shall have the right to refuse or cancel any such order whether or not the order has been confirmed and invoiced. If you have been invoiced for a part or a whole order before it is cancelled, we shall immediately issue a credit invoice for the invoiced amount.
Miscellaneous
If for any reason a court of competent jurisdiction finds any provision or portion of these Terms & Conditions to be unenforceable, the remainder of these Terms & Conditions will continue in full force and effect. Any waiver of any provision of these Terms & Conditions will be effective only if in writing and signed by an authorized representative of Bimify. Bimify will be entitled to injunctive or other equitable relief (without the obligations of posting any bond or surety) in the event of any breach or anticipatory breach by you. Bimify operates and controls the Bimify Services from its offices in Sweden. The Service is not intended for distribution to or use by any person or entity in any jurisdiction or country where such distribution or use would be contrary to law or regulation. Accordingly, those persons who choose to access the Bimify Service from other locations do so on their own initiative and are solely responsible for compliance with local laws, if and to the extent local laws are applicable. These Terms & Conditions (which include and incorporate the Bimify Privacy Policy) contain the entire understanding and supersede all prior understandings between you and Bimify concerning its subject matter, and cannot be changed or modified by you. The section headings used in this Agreement are for convenience only and will not be given any legal import.
Force majeure
Neither Party shall be liable to the other for any delay or non-performance of its obligations under these Terms to the extent that such delay or non-performance arises directly from any cause or causes beyond its reasonable control and which the Party could not reasonably be expected to have anticipated and the consequences of which the Party could not have reasonably avoided or surmounted (a “Force Majeure Event”).
Communication regarding Terms and Conditions
For all questions related to the terms of this Agreement, feel free to contact us in writing by sending an email to info@bimify.com.