BitHabit General Terms and Conditions 1.10.2024

Parts of the contract

The General Terms and Conditions form part of the agreement between Wellpro Impact Solutions Ltd (hereinafter “BitHabit”) and the customer (hereinafter “Agreement”), which gives the right to use the services under the Agreement (hereinafter “Services”). For the purposes of this Agreement, the Customer shall have a Business or Entity ID.

1. The destination of the services

These General Terms and Conditions apply when BitHabit provides Services to a customer. The Services may concern the provision of access to BitHabit’s data services; such as Mapping, Monitoring, Small Acts or Data services; or other Services and assignments for which a separate Service Agreement is concluded between the parties or a Service Description is provided.

2. Access to the Services

BitHabit will grant the customer access to the Services under the Agreement when both parties have signed the Agreement or the Agreement has otherwise come into existence (subscription via registration form). BitHabit has the right to change user IDs from time to time by notifying the customer in advance. In addition, BitHabit shall have the right to deactivate any User ID and access rights that have not been used for twelve (12) months without prior notice. BitHabit shall also have the right to restrict the access rights granted to the Customer if such restriction is based on law, governmental regulations, data security or if the Customer breaches the terms of the Agreement.
BitHabit grants the Customer access to the Services only for purposes necessary in the normal course of the Customer’s professional or business activities. The use of personal data is only permitted for the purposes or uses listed elsewhere in the law. The Customer is responsible for ensuring that it has the legal right to use the personal data. BitHabit has the right to be informed of the purposes for which the Customer uses personal data and how the Customer takes care of the related data protection and data security.
User IDs for the Services are personal. The Customer is responsible for ensuring that all access rights holders meet the conditions for access. The Customer undertakes to inform BitHabit on its own initiative of any changes in the holders of access rights and of any changes in their circumstances that may jeopardise the relationship of trust between the Customer and BitHabit or the privacy of data subjects. Upon termination of the use of BitHabit by the User, the Customer is obliged to notify BitHabit of the termination of the right of use by e-mail to info@bithabit.me or by using the form.

3. Intellectual property rights

All intellectual property rights in the Service, its content and information provided to you belong to BitHabit or its licensors. The Customer shall be entitled to use the data only for its own internal activities in accordance with the Agreement and these General Terms and Conditions, and shall not be entitled to use the data for activities in competition with BitHabit. Any copying, modification, combination, redistribution or reuse of the Data other than for archival purposes is prohibited without BitHabit’s prior written consent.
The Service and related intellectual property rights remain the property of the Supplier and it is understood that, in addition to the rights expressly granted in this Agreement, no right to use any patent, patentable right, copyright, trademark or other intellectual property or other technical information is granted or assigned to the Customer. The Customer may use the Service only for its own activities and shall not modify the Service without permission.The use of the BitHabit name or logo in connection with the distribution, advertising or sale of Licensee Products is prohibited without the prior written consent of the Supplier.

4. Data protection and security

BitHabit transmits information from its databases in confidence. The customer is obliged to maintain and provide its data subjects with the data protection information required by data protection legislation for its own activities, and the customer is otherwise responsible as a data controller for the lawful processing of its own personal data.

BitHabit’s Privacy Policy complies with the GDPR regulation. The Privacy Policy is available at.

www.bithabit.me.

For the sake of clarity, natural persons have the right under data protection law to inspect data relating to them, subject to certain limitations, and to exercise other statutory rights of data subjects under existing data protection law.
BitHabit may be obliged to disclose data in its possession to public authorities on the basis of the legal right of access to data by public authorities
The transfer of personal data outside the EU and EEA countries without the grounds provided by law is prohibited.
The Customer is obliged to organise, train and supervise its staff so that the privacy of data subjects is properly taken into account in the Customer’s activities.

The customer is obliged to take appropriate technical and organisational measures to ensure a level of security commensurate with the risk. The customer must ensure that persons who have access to personal data process them only in accordance with the data protection legislation and the customer’s instructions.
Information on data processing required by the legislation can be found on the BitHabit website.

5. Trade and professional secrets

The Parties undertake not to disclose each other’s business, banking or professional secrets to third parties and to maintain adequate confidentiality during the term of the Agreement and also after the termination of the Agreement.

If necessary, the parties will enter into a separate NDA agreement.

6. BitHabit’s liability

BitHabit operates with due diligence and good data processing practices. BitHabit shall not be liable to the customer for any errors in the Services. The Supplier shall be liable to the Customer for any third party products and services used by the Supplier in the Software Service as the third party is liable to the Supplier. The Supplier shall have no obligation to correct any errors, defects or deficiencies and shall not be liable for any costs or damages arising from any use of the Service contrary to this Agreement or the Supplier’s instructions; arising from non-Supplier systems, software, databases or other products; or any repair or modification made by the Customer or any third party; relate to or result from the failure or malfunction of any equipment, connections or systems for which the Customer is responsible; or result from the use of the Service in connection with any third party software or component not supplied by the Supplier.
BitHabit shall not be liable for any consequential damages. Indirect damage includes, for example, loss of profit or damage due to loss of revenue or interruption of business.
BitHabit shall not be liable for any damage that the Customer may suffer if BitHabit is prevented from accessing the Services by an act or omission of the Customer or if access to the Services is prevented by force majeure beyond BitHabit’s control.
BitHabit’s liability for direct damages shall not exceed the average bill or charge for one (1) Service package charged by BitHabit to Customer.

7. Fees and payment terms

The Customer undertakes to pay the fees, surcharges and minimum charges based on the price list or contracts in force at the time. The payment term is seven (7) days from the date of the invoice. The Customer may also pay on Stripe using the most common Debit and Credit cards. No surcharge will be applied to payments made on the Stripe Service.
The Customer is responsible for the costs of establishing and using the necessary telecommunications connection or other access connection.
BitHabit may change its price lists and their structure by giving the Customer at least thirty (30) days’ written notice of the change.
If the Customer does not accept the change in prices, the Customer has the right to terminate the Agreement in accordance with clause 10. In the event of any change in the taxation of the Services or any other charges that may be imposed by governmental regulations, BitHabit may immediately amend its price lists accordingly.
BitHabit shall charge interest on overdue payments at a rate not less than the interest rate applicable under the Interest Act in force from time to time. The obligation to pay interest on arrears shall commence on the due date in accordance with the payment terms applicable from time to time.

The Partner Package price list valid at the time of the conclusion of the contract is attached.

8. Policy changes

BitHabit shall have the right to modify the content of its Services, databases and files and to change its policies as the Services are developed or as laws or governmental regulations governing BitHabit’s operations change.
BitHabit shall have the right, without liability for compensation, to disable the Services during the term of service if required for maintenance or servicing of the Service. BitHabit will endeavour to give prior notice of any such outage.

9. Amendments to the contract

BitHabit reserves the right to change these General Terms and Conditions or the terms of the Agreement by giving thirty (30) days written notice of the change to the address or email address provided by the Customer. Amendments shall take effect without signatures. If the Customer does not accept the amended terms and conditions, the Customer shall have the right to terminate the Agreement in accordance with clause 10.

10. Other terms and conditions

The agreement may be amended in terms of the number of users, additional services, monthly fee, etc. by acknowledgement of receipt by either party by e-mail.

The contract includes as integral parts the following terms and conditions listed below

in order of preference:

  • BitHabit general terms and conditions
  • BitHabit offer, if it is attached to the order confirmation
  • IT2024 The following are the terms of the contract:
  • IT2024 ETP – Specific conditions for services provided over a data network (cloud computing)
  • IT2024 EHK – Specific conditions for the processing of personal data
  • IT2024 EAP – Special conditions for consultancy and other professional services
  • IT2024 YSE – General terms and conditions

11. Duration and termination

The contract is valid until further notice. Either party may terminate the Agreement at any time by giving thirty (30) days written notice of termination from the date of delivery of the notice.
If Customer fails to comply with the Agreement, its appendices, these General Terms and Conditions or BitHabit’s General Terms and Conditions, BitHabit may terminate Customer’s access to the Services until such failure is cured. If the Customer fails to remedy the breaches or if BitHabit considers the breach to be material, BitHabit may terminate the Agreement with immediate effect.
Upon termination by BitHabit, the Customer shall compensate BitHabit for any damage caused by the termination.
If the Customer ceases trading, BitHabit must be notified. The Contract shall then terminate immediately without notice.
The Customer may not transfer the Contract to a third party.

12. Applicable law and dispute resolution

This Agreement shall be governed by Finnish law.

Any disagreement over a contract will always be resolved primarily through negotiation. If no agreement can be reached by negotiation, disputes arising under the Agreement shall be finally settled by confidential arbitration in accordance with the rules of the Arbitration Board of the Central Chamber of Commerce, with one (1) arbitrator appointed by the Arbitration Board of the Central Chamber of Commerce.

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Annex Partner package price list 1.10.2024

Package Price € VAT 0 %
7 access rights 49,00
20 access rights 99,00
100 access rights 399,00

One (1) licence is valid for twelve (12) months from the date of activation.

If the number of licenses in a package is exceeded (for example, the Customer registers the eighth license in a package of 7 licenses), BitHabit will send an invoice for the next package of 7 licenses.

The payment period against invoice is 10 days net. The interest rate for late payments is in accordance with the Interest Act, at least 7.5%.