Terms and conditions

Last updated August 10, 2023

 

1. General Provisions

1.1.These terms and conditions (T&C) govern the contractual relationship between Scayla AG (hereafter "Provider") and its customers (hereafter "Customer") concerning the use of Scayla’s CRM & Document Management platform.

1.2 We are Scayla AG ('Company', 'we', 'us', or 'our'), a company registered in Switzerland at Weinbergstrasse 44, Zurich 8006. Our VAT number is CHE-325.364.394.

1.3. The Provider reserves the right to update these T&C periodically. Customers will be informed of significant changes.

1.4. The utilization of the platform and its services implies full acceptance of these T&C by the Customer.

 

2. Description of Services

2.1. The Provider offers a comprehensive platform with document storage, contact management, project management, scheduling, e-mail, and calendar functionalities.

2.2. Additional services or modifications may be introduced following notification to the Customer.

 

3. Rights

3.1 We are the owner or the licensee of all intellectual property rights in our Services, including all source code, databases, functionality, software, website designs, audio, video, text, photographs, and graphics in the Services (collectively, the 'Content'), as well as the trademarks, service marks, and logos contained therein (the 'Marks').

3.2 Unauthorized use, reproduction, or distribution of any content is strictly prohibited and may be subject to legal action.

3.3 If you wish to make any use of the Services, Content, or Marks other than as set out in this section or elsewhere in our Legal Terms, please address your request to: info@scayla.com. If we ever grant you the permission to post, reproduce, or publicly display any part of our Services or Content, you must identify us as the owners or licensors of the Services, Content, or Marks and ensure that any copyright or proprietary notice appears or is visible on posting, reproducing, or displaying our Content.

3.4 Upon full compliance with these T&C, the Customer is granted a limited, non-exclusive, non-transferable right to utilize the software.

 

4. Registration and User Accounts

4.1. Access to Scayla's platform requires registration. The Customer commits to providing accurate registration information and updating it as necessary.

You agree to keep your password confidential and will be responsible for all use of your account and password.

4.2. Each account is personal. Sharing or transferring access is prohibited.

 

5. Data Hosting

5.1. Customer data is securely stored in state-of-the-art servers, ensuring high standards of confidentiality and security.

5.2. Routine backups are conducted, although Customers are recommended to maintain personal copies.

5.3 The Provider shall provide the Customer with a defined storage space (see packages) on a server for storing its data. If this storage space is not sufficient to store the data, the Provider shall inform the Customer in a timely manner. Unless the Customer subsequently orders additional storage space in return for payment, data exceeding the available storage space will no longer be stored.

5.4 The Provider shall take suitable and reasonable precautions against data loss and to prevent unauthorized third-party access to the Customer’s data to the extent technically possible. For this purpose, the Provider shall make regular backups, check the Customer’s data for viruses and install firewalls.

5.5. The Customer in any case remains the sole owner of the data and may therefore demand that the Provider surrender any or all data during the term of the Contract, without the Provider having any right of retention. The data shall be surrendered by sending it via a data network in the format used by the Provider. The Customer has no claim to the software suitable for the use of the data. The Provider is entitled to demand compensation for the expenses incurred in the surrender of the data.

5.6. After termination of the Contract, the Customer is entitled for one month to demand the return of its data in accordance with Section 5.5. The Provider is not obligated to store the Customer’s data or to ensure the return of the data beyond this period. If a Customer requests the surrender of data after the expiration of the one-month period and if the Provider still has the data, the Provider shall surrender the data to the Customer after payment of the actual costs incurred in the surrender of the data.

 

6. Support

6.1. The Provider offers regular technical support. Support specifics will be intimated upon subscription.

6.2. Support limitations include bespoke modifications, enhancements, or non-native application integrations.

 

7. Modifications and Interuptions

7.1. While the Provider aims for continuous platform accessibility, interruptions may occur due to scheduled maintenance or unforeseen circumstances. We cannot guarantee the Services will be available at all times. We may experience hardware, software, or other problems or need to perform maintenance related to the Services, resulting in interruptions, delays, or errors. We reserve the right to change, revise, update, suspend, discontinue, or otherwise modify the Services at any time or for any reason without notice to you. You agree that we have no liability whatsoever for any loss, damage, or inconvenience caused by your inability to access or use the Services during any downtime or discontinuance of the Services. Nothing in these Legal Terms will be construed to obligate us to maintain and support the Services or to supply any corrections, updates, or releases in connection therewith.

7.2. Notifications for planned downtimes will be communicated in advance where feasible.

 

8. Obligations of the Customer

8.1. Customers must ensure the responsible usage of the platform, refraining from spamming, malicious activities, or any misuse.

8.2. The integrity and accuracy of stored data remain the responsibility of the Customer.

 

9. Fees

9.1 We offer a 60-day free trial to new users who register with the Services. The account will not be charged and the subscription will be suspended until upgraded to a paid version at the end of the free trial.

9.2 The fee structure will be as discussed during the subscription phase.

9.3 The Provider holds the right to modify fees, ensuring prior intimation to Customers

9.4 The Provider reserves the right to suspend or terminate services upon overdue payments. The Customer will be held liable for any costs arising from such actions.

9.5 Occasionally, the Provider may introduce promotions or special offers. Their specifics and terms will be communicated separately.

 

10. Warranty/Liability

10.1. The Provider ensures the platform's functionality and features as described. Any discrepancies should be promptly reported.

10.2. Liability for indirect damages, including data loss or missed profits, is not entertained, unless due to gross negligence.

 

11. Confidentiality

11.1. The Provider assures the confidentiality of the Customer's business processes and secrets learned during contract execution. Unauthorized disclosures to third parties are prohibited.

11.2. Data exchange between Scayla AG and its affiliates isn't subject to the above confidentiality clauses, given adherence to applicable data protection laws.

11.3. The Customer grants the Provider permission to publicly name the Customer as a reference, maintaining discretion on sensitive details.

 

12. Notices and disclaimer

12.1. Official notifications are delivered via email or in-platform communications.

12.2. It's incumbent upon Customers to maintain updated contact details to ensure timely receipt of all communications.

12.3 There may be information on the Services that contains typographical errors, inaccuracies, or omissions, including descriptions, pricing, availability, and various other information. We reserve the right to correct any errors, inaccuracies, or omissions and to change or update the information on the Services at any time, without prior notice.

12.4 The services are provided on an as-is and as-available basis. You agree that your use of the services will be at your sole risk. We make no warranties or representations about the accuracy or completeness of the services content or the content of any websites or mobile applications linked to the services and we will assume no liability or responsibility for any 1) errors, mistakes or inaccuracies of content and materials, 2) personal injury or property damage of any nature whatsoever, resulting from your access to and use of the services, 3) any unauthorized access to or use of our secure servers and/or any and all personal information and/or financial information stored therein, 4) any interrupt8on or cessation of transmission to or from the services, 5) any bugs, viruses, trojan horses, or the like which may be transmitted to or through the services by any third party, and/or 6) any errors or omissions in any content and materials or for any loss or damage of any kind incurred as a result of the use of any content transmitted, or otherwise made available via the services.

12.5 We do no warrant, endorse, guarantee, or assume responsibility for any product or service advertised or offered by a third party through the services, any hyperlinked website and we will not be a party to or in any way be responsible for monitoring any transaction between you and any third party providers of products or services.

 

13. Duration of the Contract

13.1. The contractual duration is stipulated during the subscription. It will naturally conclude at the end of the term unless renewed or terminated.

13.2. Certain subscriptions may involve automatic renewals unless opted out by the Customer.

 

14. Termination

14.1. Both parties reserve the right to terminate the contract given a month's notice unless otherwise stated.

14.2. Instant termination can be invoked by either party under significant breaches or non-compliance.

14.3 These Legal Terms shall remain in full force and effect while you use the services. Without limiting any other provision of these legal terms, we reserve the right to, in our sole discretion and without notice or liability, deny access to and use of the services (including blocking certain IP addresses), for breach of any representation, warranty, or covenant contained in these legal terms or any applicable law or regulation.

14.4 If we terminate or suspend your account for any reason, you are prohibited from registering and creating a new account under your name, a fake or borrowed name, or the name of any third party, even if you may be acting on behalf of the third party. In addition to terminating or suspending your account, we reserve the right to take appropriate legal action, including without limitation pursuing civil, criminal, and injunctive redress.

 

15. Data Protection

15.1. Data protection remains paramount. The Provider adheres to GDPR and other relevant standards.

15.2. Personal data management is subject to Scayla AG's Privacy Policy.

 

16. Feedback and Suggestions

16.1. Feedback or suggestions provided by Customers may be utilized by the Provider to enhance the platform without any obligation towards the Customer.

 

17. Limitations of liability

17.1. In no event will we or our directors, employees, or agents be liable to you or any third party for any direct, indirect, consequential, exemplary, incidental, special, or punitive damages, including lost profit, lost revenue, loss of data, or other damages arising from your use of the services, even if we have been advised of the possibility of such damages. Notwithstanding anything to the contrary contained herein, our liability to you for any cause whatsoever and regardless of the form of the action, will at all times be limited to the amount paid, if any, by you to us during the six (6) month period prior to any cause of action arising, Certain international laws do not allow limitations on implied warranties or the exclusion or limitation of certain damages. If these laws apply to you, some or all of the above disclaimers or limitations may not apply to you, and you may have additional rights.

17.2 You agree to defend, indemnify, and hold us harmless, including our subsidiaries, affiliates, and all of our respective officers, agents, partners, and employees, from and against any loss, damage, liability, claim, or demand, including reasonable attorneys’ fees and expenses, made by any third party due to or arising out of: (1) your Contributions; (2) use of the Services; (3) breach of these Legal Terms; (4) any breach of your representations and warranties set forth in these Legal Terms; (5) your violation of the rights of a third party, including but not limited to intellectual property rights; or (6) any overt harmful act toward any other user of the Services with whom you connected via the Services. Notwithstanding the foregoing, we reserve the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate, at your expense, with our defense of such claims. We will use reasonable efforts to notify you of any such claim, action, or proceeding which is subject to this indemnification upon becoming aware of it.

 

18. Severability Clause

18.1. The ineffectiveness of any provision doesn't negate the entire T&C. Ineffective clauses will be replaced with valid ones, capturing the initial intention.

 

19. Governing Law

19.1. This contract is subjected to the laws of Switzerland. Jurisdiction lies with the Provider's registered office.

19.2 Both parties are committed to resolving disputes amicably. If unresolved, disputes will be settled in the Provider's jurisdiction.

 

20. Language Precedence

20.1. In case of any inconsistencies between translations of these T&C, the German version will take precedence.

 

21. Entire Agreement

21.1. These T&C constitute the entire agreement between the parties, superseding any prior discussions or agreements.

 

22. Contact Us

 

In order to resolve a complaint regarding the Services or to receive further information regarding use of the Services, please contact us at:

 

Scayla AG

Weinbergstrasse 44

Zurich 8006

Switzerland

info@scayla.com