Terms and Conditions

PRICING MODEL - FREE OF CHARGE

For the first three (3) years of the project, ending in December 2026, all platform services will be provided free of charge to registered companies. After this period, beginning in January 2027, the platform will introduce structured subscription plans, including a Free Plan and an Enterprise Plan. Users will be invited to subscribe to the plan that best suits their needs.

The Free Plan will provide access to a limited set of core services, while theEnterprise Plan will include enhanced features, expanded functionality, and additional support, subject to applicable subscription fees.

The subscription fees for paid plans will be determined based on the number of registered companies and the scope of services selected. The first 120 registered companies will be offered the option to subscribe to a paid plan at a discounted rate for a period of three (3) years (i.e., until December 2029).

Companies that choose not to subscribe to a paid Enterprise Plan may continue using the platform under the Free Plan, subject to the features and service limitations applicable at that time.

SERVICE LEVELS

Service Availability: We commit to providing a service uptime of 99.9% per calendar month, excluding scheduled maintenance, force majeure events, or other circumstances beyond our reasonable control.

DELIVERY TERMS

Delivery Timelines: We will deliver services and/or products according to the timelines agreed upon in the specific order or contract. Delivery timelines are subject to mutual agreement and may vary based on the scope and complexity of the project.

QUALITY ASSURANCE

Quality Standards: All services and products provided through our platform are subject to strict quality control measures to ensure they meet the agreed-upon specifications and industry standards.

Inspection and Acceptance: You have the right to inspect the delivered services and products within 10 business days of delivery. If the services or products do not meet the agreed-upon specifications, you must notify us in writing within this period. We will then take corrective actions, which may include repair, replacement, or re-performance of the services at no additional cost.

Non-Conformance: In the event that delivered products or services do not conform to the agreed specifications and cannot be corrected, you may be entitled to a refund or service credit, as detailed in the specific order or contract.

SUPPORT AND MAINTENANCE

Support Services: We offer support services as part of your subscription, including troubleshooting, issue resolution, and general assistance. Support is available during business hours via email.

Maintenance: We will perform regular maintenance and updates to the platform to ensure optimal performance and security. Maintenance activities may include updates, patches, and upgrades to the software. Scheduled maintenance will be announced at least 48 hours in advance and will be conducted during off-peak hours to minimize disruption.

Emergency Maintenance: In rare cases, we may need to perform emergency maintenance to address critical issues that could impact service availability. We will notify you as soon as possible in such cases.

End-of-Life Policy: We may discontinue certain features or services (End-of-Life) to focus resources on newer technologies. We will notify you at least 6 months in advance of any End-of-Life event and provide guidance on migration or alternative solutions.

Service Updates: We continuously improve our platform and may release new features, enhancements, or bug fixes as part of our maintenance services. While we strive to maintain backward compatibility, some updates may require you to update your systems or processes. We will provide documentation and support to facilitate these transitions.

COMPLIANCE AND REGULATIONS

Compliance with Laws: You agree to comply with all applicable local, national, and international laws, regulations, and ordinances in connection with your use of our platform and services. This includes, but is not limited to, data protection laws, export control regulations, and anti-corruption laws.

Regulatory Changes: In the event of changes to applicable laws or regulations that impact the operation of our platform or the services provided, we reserve the right to make necessary adjustments to ensure compliance. We will notify you of any significant changes that affect your use of the platform or the terms of your agreement with us.

User Obligations: You are responsible for ensuring that your use of our platform and services does not violate any laws or regulations applicable to your business or jurisdiction. You must obtain all necessary licenses, permits, and approvals required for your activities on the platform.

LIABILITY AND INDEMNITY

Limitation of Liability: To the maximum extent permitted by law, our total liability to you, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, arising under or in connection with these Terms and Conditions or your use of the platform, shall be limited to the total fees paid by you to us in the 12 months preceding the event giving rise to the liability.

Exclusion of Liability: We shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to loss of profits, revenue, business opportunities, goodwill, or data, even if we have been advised of the possibility of such damages. This exclusion applies regardless of the form of action, whether in contract, tort, or otherwise.

Indemnity: You agree to indemnify, defend, and hold us, our affiliates, officers, directors, employees, and agents harmless from and against any and all claims, liabilities, damages, losses, and expenses, including reasonable legal fees, arising out of or in connection with: Your use of the platform or services; Your breach of these T&Cs ; Any violation of applicable laws or regulations by you; Any claim that your content or use of the platform infringes or violates the intellectual property rights, privacy rights, or other rights of a third party.

INTELLECTUAL PROPERTY RIGHTS

Platform Ownership

All intellectual property rights in and to the platform, including but not limited to its software, source code, collaboration logic, matchmaking algorithms, databases, architecture and user interface design, dashboards, text, graphics, trademarks, service marks, governance framework and documentation are owned and represent the exclusive property of GreenTwin GmbH. You are granted a limited, non-exclusive, non-transferable license to use the platform solely for the purpose of accessing and using the services as intended under these T&Cs.

The platform integrates third-party services and APIs, including supply chain resilience scoring models, which remain the intellectual property of their respective owners (ISL).

Nothing in these T&C transfers ownership of any intellectual property rights to the User.

Third-Party Services and APIs

The platform integrates third-party services, including resilience scoring provided via API (ISL). All intellectual property rights in such third-party services remain with their respective providers.

The use of such services through the platform is subject to: (i) these T&C; and (ii) any applicable third-party terms, where relevant.

GreenTwin GmbH does not claim ownership of third-party scoring methodologies and algorithms.

Third-party services, including the ISL resilience scoring API, are provided on an "as-is" basis. GreenTwin GmbH does not warrant the accuracy, completeness, reliability, or continuous availability of results generated by third-party services. GreenTwin GmbH shall not be liable for any errors, service interruptions, or damages arising from the use of third-party services integrated into the ResC4EU platform.

Where third-party service providers process User data on behalf of GreenTwin GmbH, such processing is governed by data processing agreements in compliance with the General Data Protection Regulation (GDPR). A list of current third-party data processors is available upon request at resc4eu@greentwin.at.

User Content Ownership

The User retains ownership of all data, content, and information uploaded or entered into the platform (User Content). By submitting User Content, the User grants GreenTwin GmbH a worldwide, non-exclusive, royalty-free license to use, process, store, reproduce, and display such content solely for the purpose of operating, maintaining, and improving the platform and its services, in accordance with applicable data protection laws and the Privacy Policy.

Restrictions: User shall not, and shall not permit any third party to (i) copy, modify, adapt, translate, or create derivative works of the platform or any part thereof; (ii) reverse engineer, decompile, disassemble or attempt to extract the source code, algorithms, or underlying structure of the platform; (iii) reproduce or replicate the methodology or working logic outside the platform; (iv) use the platform for competitive analysis, benchmarking, or development of competing products or services; (v) remove or alter any proprietary notices or copyright markings.

Infringement Claims: If you believe that your intellectual property rights have been infringed upon by another user or by our platform, you must notify us in writing with sufficient detail to allow us to investigate and respond appropriately. We reserve the right to remove or disable access to any content that is alleged to infringe upon the intellectual property rights of others.

Aggregated and Anonymized Data

GreenTwin GmbH may generate aggregated and anonymised statistical data derived from User Content and platform usage for analytical, benchmarking, product improvement, and research purposes. Such aggregated data shall not identify any individual User or company.

TERMINATION CLAUSES

Termination by you, the User: During the project time, you may terminate your contract and close the company account (including all linked user accounts) at any time. After the end of the project (from January 2027), you may also cancel your subscription at any time through your account settings. Cancellation will take effect at the end of the next billing cycle, and you will not be charged for any subsequent cycle.

EXCLUSIVITY

Exclusive Use of Platform: Unless otherwise agreed in writing, by entering into this agreement, you acknowledge that your use of our platform is non-exclusive. You may use other platforms or services to conduct similar business activities, and we may provide services to other customers, including those that may compete with your business.

Exclusive Partnerships: If the parties enter into a specific agreement that includes exclusivity clauses, such exclusivity will be clearly defined, including the scope, duration, and any geographical or market limitations. Exclusive partnerships or agreements must be negotiated separately and documented in an addendum to these T&Cs.

Termination of Exclusivity: Exclusivity arrangements may be terminated by mutual agreement or as outlined in the specific addendum governing the exclusivity. Upon termination, both parties will be free to engage with third parties as they see fit.

DATA OWNERSHIP, SHARING, PRIVACY AND SECURITY

Data Ownership: You retain ownership of all data and content you submit to the platform. We do not claim ownership over your data; however, you grant us a license to use, store, and process your data as necessary to provide the services.

Data Sharing: We will not share your data with third parties without your explicit consent, except as required to provide the services, comply with legal obligations, or enforce our agreements. Any third parties that process your data on our behalf will be subject to data protection obligations consistent with this agreement.

Third-Party Data Processing for Supply Chain Resilience Score Calculation: By using the Supply Chain Resilience Score Calculation feature (ISL API), you acknowledge and consent to the secure transmission of your vulnerability and capability assessment responses and anonymized company metadata (including a hashed firm identifier,numeric country code, numeric sector code, hashed user identifier, and company size category) to our project partner ISL, solely for the purpose of calculating resilience scores. No personally identifiable information (such as names, email addresses, or company names) is transmitted to ISL. All data is transmitted over encrypted HTTPS connections. Users who prefer to avoid external data sharing may use the local calculation method where available under a premium subscription tier.

Privacy Policy: Our handling of your data is governed by our Privacy Policy, which is incorporated into these T&Cs by reference. The Privacy Policy outlines our practices regarding the collection, use, and protection of your data.

Data Security: We implement industry-standard security measures to protect your data from unauthorized access, alteration, disclosure, or destruction. While we take reasonable steps to safeguard your data, you acknowledge that no system is completely secure, and we cannot guarantee absolute security.

MARKETING AND PROMOTION

Use of Your Brand: By using our platform, you grant us the right to use your company name, logo, and other trademarks in our marketing and promotional materials, including on our website, in case studies, and in presentations, unless you explicitly opt out by notifying us in writing. We will not use your brand in a way that implies endorsement or affiliation without your consent.

Joint Marketing Activities: We may invite you to participate in joint marketing activities, such as webinars, events, or co-branded content. Participation in such activities is voluntary and subject to mutual agreement. Any marketing content created jointly will be subject to review and approval by both parties before publication.

Promotional Offers: We may offer promotional pricing, discounts, or trials as part of our marketing efforts. These offers are subject to specific terms and conditions, which will be communicated at the time of the offer. Promotional offers do not alter the standard pricing or terms unless explicitly stated.

Feedback and Testimonials: You agree that any feedback, testimonials, or reviews you provide may be used by us for marketing and promotional purposes. You represent and warrant that any such feedback is truthful and does not violate the rights of any third party.

CONFIDENTIALITY

Confidential Information refers to any non-public, proprietary information disclosed by either party to the other, whether in written, oral, or other form, including but not limited to business plans, customer lists, financial information, trade secrets, and technical data.

Obligations of Confidentiality: Both parties agree to maintain the confidentiality of the other partys Confidential Information and to use such information only for the purposes of fulfilling their obligations under these Terms and Conditions. Confidential Information must not be disclosed to any third party without the prior written consent of the disclosing party, except as required by law.

Exclusions from Confidentiality: Confidential Information does not include information that:

Duration of Confidentiality Obligations: The obligations of confidentiality will remain in effect for a period of 5 years following the termination or expiration of this agreement, or until such time as the Confidential Information no longer qualifies as confidential under the exclusions listed above, whichever occurs first.

Return or Destruction of Confidential Information: Upon termination of the agreement, or upon request by the disclosing party, the receiving party shall promptly return or destroy all copies of the Confidential Information in its possession, except for copies retained in accordance with mandatory legal requirements.

DISPUTE RESOLUTION

Good Faith Negotiations: In the event of any dispute, controversy, or claim arising out of or relating to these T&Cs or the use of the platform a Dispute, the parties agree to first attempt to resolve the Dispute through good faith negotiations. Each party shall appoint a representative who will meet (virtually or in person) within 10 business days of a written request by either party to resolve the Dispute.

Mediation: If the Dispute cannot be resolved through negotiations within 30 days, the parties agree to attempt to resolve it through mediation administered by a mutually agreed-upon mediator. The mediation costs will be shared equally between the parties.

Arbitration: If the Dispute is not resolved through mediation within 60 days, it shall be finally resolved by binding arbitration in accordance with the rules of the Austrian arbitration body. The arbitration shall take place in Austria, and the decision of the arbitrator(s) shall be final and binding on both parties. The prevailing party shall be entitled to recover reasonable attorney's fees and costs.

Governing Law and Jurisdiction: These Terms and Conditions shall be governed by and construed in accordance with the laws of Austria, without regard to its conflict of laws principles. Any legal action arising out of or related to these T&Cs that is not subject to arbitration shall be brought exclusively in the courts of Austria.

PERFORMANCE METRICS & REPORTING

Service Performance Metrics: We commit to providing services in accordance with agreed performance metrics, including but not limited to uptime, response times, transaction processing times, and data accuracy. Specific metrics and targets will be outlined in a Service Level Agreement (SLA) or as specified in the contract.

Regular Reporting: We will provide you with regular performance reports detailing key metrics related to the platform's performance, including uptime, incident reports, usage statistics, and any deviations from agreed-upon performance levels. Reports will be delivered quarterly and made available through the platform's reporting dashboard or sent via email.

Performance Reviews: Both parties agree to conduct periodic performance reviews to assess the quality and effectiveness of the services provided. These reviews will occur annually and will include discussions on performance metrics, any issues or incidents, and potential improvements or adjustments.

Remediation: If performance falls below the agreed-upon metrics, we will take corrective actions to remedy the situation as quickly as possible. In some cases, you may be entitled to service credits or other compensation as outlined in the SLA or specific contract.

PLATFORM RESILIENCE, SCALABILITY, FLEXIBILITY AND BUSINESS CONTINUITY

Platform Resilience: Our platform is designed with resilience in mind, including redundancy, failover mechanisms, and disaster recovery protocols to ensure continuity of service. We maintain backup systems and regularly test our disaster recovery processes to minimize disruption in the event of system failures or external threats.

Scalability: The platform is built to scale with your business needs. Whether you require additional resources, increased user capacity, or enhanced performance, we offer scalable solutions that can be adjusted based on your usage patterns and growth projections. Scalability options may include adjusting server capacity, optimizing database performance, and increasing bandwidth.

Flexibility: We provide flexible configurations and integrations to accommodate your specific business requirements. This includes customizable features, API integrations, and adaptable workflows that can be tailored to fit your operational needs. We also offer flexible pricing models based on usage, allowing you to scale up or down as your needs change.

Business Continuity: In the event of unforeseen circumstances that impact service delivery, such as natural disasters, cyber-attacks, or significant outages, we will activate our business continuity plan to restore services as quickly as possible. Communication protocols will be in place to keep you informed throughout the recovery process.

CUSTOMER ONBOARDING AND TRAINING

Onboarding Process: We provide a structured onboarding process to ensure a smooth transition to our platform. This includes a dedicated onboarding team, a customized onboarding plan, and detailed documentation to guide you through the setup process. The onboarding period will typically last 1-3 days, depending on the complexity of your integration.

Training Programs: We offer comprehensive training programs to ensure your team is fully equipped to use the platform effectively. Training may include live webinars, on-site training sessions, video tutorials, and access to a knowledge base. We will work with you to develop a training schedule that aligns with your team’s availability and learning preferences.

Ongoing Support: After the initial onboarding and training, we provide ongoing support to help you maximize the value of our platform. This includes access to a customer success manager, regular check-ins, and additional training sessions as needed. Our support team is available normal business hours to assist with any issues or questions that arise.

User Feedback and Improvement: We value your feedback and use it to continuously improve our platform and services. You will have the opportunity to participate in user feedback sessions, surveys, and beta testing of new features. Your input will help shape future enhancements and ensure the platform evolves to meet your changing needs.