1. Applicability
1.1 These general terms and conditions (hereinafter the “Terms” or “Agreement”) govern the contractual relationship between Amenti AG, a company registered in Switzerland under number CHE-384.083.884 with its registered office at Weststrasse 50, 8003 Zurich, Switzerland (hereinafter “Amenti”, “we” or “us”), and our customers or the users of our services (hereinafter the “User” or “you”). Amenti and the User are hereinafter each individually referred to as a “Party” and together as the “Parties”. Please read these Terms carefully before using or requesting the website www.amenti.ch (hereinafter the “Website”), the web application and/or our services.
1.2 Registration is a prerequisite for using our application-based services. Amenti will provide you with an account, for which you may be required to disclose or provide your full name, telephone number, e-mail address and payment details, as well as further data. Services pursuant to Section 5.5 may also be provided outside the web application and without an account, within the scope of an order.
1.3 We process your personal data in accordance with our privacy policy. Where we refer to an “account”, we mean the user interface on the web application on which you can register.
2. Scope
2.1 The subject matter of these Terms is the present and future use or request of the website, web application, software and other services offered by Amenti (referred to in these Terms as the “Services”, as further described in Section 5 below).
2.2 These Terms apply to all obligations of the Parties in connection with the use or request of the Services. Deviating agreements shall be of no effect unless agreed in writing and expressly in deviation from these Terms.
3. Term, Termination and Amendment
3.1 These Terms apply for the period of use of the Services. The term of the Agreement or the licence to use the web application pursuant to these Terms is a fixed term of 12 months, automatically renewed for a fixed term of further 12 months, unless terminated in writing by either Party at least 3 months before the end of any such period. The term applies irrespective of the chosen payment frequency, e.g. monthly or annual. Any deviating provisions of the applicable subscription model under the Website, the web application or an individual order remain reserved. For orders that are not of an ongoing nature, e.g. orders pursuant to Section 5.5, the Agreement ends upon complete performance of the services owed, without requiring termination.
3.2 If either Party commits a material breach of this Agreement, the other Party is entitled to terminate this Agreement for good cause at any time, provided the breaching Party has not remedied the breach to the satisfaction of the other Party within a reasonable period after receipt of notice of the breach. A material breach of contract exists, in particular, in the event of non-payment of fees due pursuant to Section 4.3, as well as in the event of any unauthorised extraction, use or disclosure of data or information from the Services, in particular for use outside the contractually intended purpose or for use in connection with, or for the benefit of, third-party systems. Amenti’s rights pursuant to Section 3.3 remain reserved.
3.3 In the event of a breach of contract or misuse pursuant to Section 7 by the User, Amenti is entitled, at its own discretion, to immediately block access to the Services, delete data pursuant to Section 3.4, and terminate this Agreement with immediate effect, in each case without prior notice.
3.4 Upon termination of the Agreement, Amenti is entitled to delete all data uploaded by the User or generated in connection with the use of the Services. The User acknowledges that Amenti is not obliged to retain such data and that there is no claim to the surrender or restoration of such data. Amenti is further entitled to delete such data without prior notice (i) in cases pursuant to Section 3.3, or (ii) upon termination of this Agreement for any reason.
3.5 Amenti reserves the right to review these Terms regularly and to make amendments from time to time. If Amenti makes amendments, Amenti will publish the amended Terms on the Website and update the “Last updated” date at the beginning of these Terms accordingly. Amenti will also notify the User by e-mail or otherwise via the web application. The amended Terms will take effect as notified by Amenti, but not earlier than 20 days after notification, whereby the User’s continued access to and/or use or request of the Services after expiry of this period constitutes the User’s consent to the amendments. If the User does not agree to the amended Terms, the User must notify Amenti thereof in writing within this period and must cease using or requesting the Services upon expiry of this period.
4. Payment of Fees
4.1 Except for the Starter application for parcel information, use of the Services is subject to a fee. The applicable fees are set out on the Website, in the web application, in the chosen subscription model or in an individual order. Unless otherwise agreed, all fees are due in advance for the relevant billing period (monthly or annual).
4.2 The User undertakes to pay the agreed fees on time. Amenti is entitled to charge the payment means deposited by the User (including credit cards or comparable payment instruments) for the fees owed, or to engage third parties to process payments. This also applies to any automatic renewal pursuant to Section 3.1.
4.3 If the User fails to pay fees due pursuant to Section 4.1 on time, the User is in default without need for a reminder, provided a due date has been agreed; otherwise, default occurs upon reminder. In such case, Amenti is entitled, at its own discretion, to (i) suspend or restrict access to the Services in whole or in part, (ii) block the User account, or (iii) terminate this Agreement with immediate effect. The assertion of further claims remains reserved.
4.4 Costs in the event of default in payment: After at least 2 written reminders, the matter will be referred to a debt collection agency, which charges a processing fee in accordance with www.fairpay.ch.
5. Services
5.1 Amenti is an independent software company founded in Zurich in 2018, whose aim is to make the early phases of construction projects more transparent and predictable.
5.2 Specifically, Amenti operates a web application via the Website on which Users can enter an address or parcel number. Amenti then identifies the restrictions and potential applicable to a given parcel and proposes a construction project for the particular circumstances. The system generates a 3D building solution based on, and taking into account, the applicable building-law requirements, and extracts areas and volumes. Based on specific cost and income inputs, Amenti calculates a return on investment for a scenario. The tool is designed to process many variants quickly and to support a strategic decision on whether to launch a project.
5.3 Amenti continuously develops its web applications further. Minor enhancements to operation and functionality, performance improvements, etc. are made available to Users free of charge as part of periodically conducted updates and releases. For more significant enhancements to functionality, Amenti reserves the right to make these available only against an additional licence fee.
Specific enhancements to the web applications requested by Users may, in principle and where technically feasible, be integrated against a fee. These require a separate order and will be invoiced.
5.4 Amenti will use reasonable efforts to make the Services available to Users via the web application in the manner described in these Terms. However, the User acknowledges that use of the Services may from time to time be interrupted due to maintenance work, troubleshooting, expansion of the Services, and measures to protect Amenti’s infrastructure. Amenti will inform Users of the nature, scope and duration of any interruption or restriction of the Service, as well as of planned downtime, via the web application or by e-mail. A specific minimum availability applies only if expressly agreed in writing.
5.5 In addition to the Services described above, which are provided via the web application, these Terms also govern further services that Amenti may provide to you. These include, in particular, the preparation of feasibility studies and the individual preparation or provision of specific data.
5.6 Amenti is entitled to engage third parties to provide the Services.
6. Third-Party Links
6.1 Certain content, products and services available through our web application may include materials from third parties. Third-party links on our Website may lead you to third-party websites that are not affiliated with us.
6.2 We are not responsible for reviewing or evaluating the content or accuracy thereof, and we do not warrant and assume no liability or responsibility for any third-party materials or websites, or for any other materials, products or services of third parties.
7. Compliance with Applicable Laws and Prohibited Uses
7.1 You must use the Services in a lawful manner and comply with all applicable laws, rules and regulations applying to your use of the Services.
7.2 In addition to other prohibitions set out in these Terms, you are prohibited from using the web application: (a) in a manner that could impair Amenti’s system operations; (b) for unlawful purposes; (c) to infringe our intellectual property rights or those of others; (d) to transmit false or misleading information; (e) to upload or transmit viruses or any other type of malicious code that does, or may, in any way impair the functionality or operation of the Service or any related web application, other web applications, or the internet; (f) to collect or track the personal data of others; (g) for obscene or immoral purposes; or (h) to interfere with or circumvent the security features of the Service or any related web application.
8. Use of Our Services
8.1 The User is entitled to use Amenti’s Services properly and in compliance with the law, and is obliged to comply with these Terms and any instructions from Amenti, in particular with regard to the maintenance, updating or deletion of software.
8.2 The User is obliged to provide Amenti only with truthful information when placing an order, registering, and in connection with the use of the Services, and to inform Amenti of any changes without delay.
8.3 It is the User’s responsibility to establish the technical prerequisites for proper access to Amenti’s Services. This concerns, in particular, hardware, operating software, internet connection and up-to-date browser software.
8.4 All intellectual property rights, know-how and trade secrets embodied in the Website, the web application and the Services accessible via the web application, including all materials provided or displayed in connection therewith, such as software, documentation, designs, data and layouts, are our property or, to the extent they constitute third-party content, the property of the relevant third parties.
8.5 The User is solely responsible for content that it submits, edits or disseminates.
8.6 The User may not make available any unlawful content when using Amenti’s Services. Content shall in particular be deemed unlawful if it infringes the rights of Amenti or third parties, including intellectual property rights or the right to privacy.
8.7 If concrete indications arise of the existence of unlawful content, Amenti may block the user profile of the responsible person in whole or in part and discontinue the Services provided by Amenti, to the exclusion of any refund or similar claims by the User.
9. Data Protection
9.1 Amenti processes personal data in accordance with the privacy policy in force from time to time, which is available on the Website.
9.2 The privacy policy governs the processing of personal data, in particular the nature, scope and purpose of the processing, as well as the rights of data subjects.
9.3 Amenti reserves the right to amend the privacy policy at any time. The version available on the Website from time to time shall apply.
9.4 By using the Website and the Services, the User confirms having taken note of the privacy policy.
10. Intellectual Property
10.1 All rights to the Services, including all content provided in connection therewith (such as, in particular, texts, images, software, models, designs, data, product and service designations, and other materials), belong to Amenti or its licensors.
10.2 Subject to compliance with this Agreement, Amenti grants the User, for the duration of the term, a limited, non-exclusive, non-transferable and non-sublicensable right to use the Services exclusively for its own purposes, to the extent of the applicable subscription. The User is entitled to use the results, analyses and visualisations generated through the use of the Services for its own business purposes.
10.3 No further intellectual property rights of Amenti are granted to the User beyond those set out above; all rights not expressly granted are reserved.
10.4 The User grants Amenti, for the duration of the term of this Agreement, a non-exclusive, worldwide and royalty-free right to use content provided by the User in connection with the use of the Services, including, in particular, names, company names, logos and other identifiers, to the extent necessary for the provision, operation, improvement and further development of the Services and for the performance of this Agreement. Amenti is further entitled to name the User as a reference customer and to use its name and logo for marketing purposes, unless the User objects in writing in advance.
11. No Warranty, Limitation or Liability
11.1 Amenti performs the Services with reasonable care. However, Amenti gives no guarantee, representation or warranty that the Services will be available uninterrupted, in a timely manner, securely or free of errors. This applies in particular to data, content or services of third-party providers, for which Amenti assumes no responsibility. Amenti also does not warrant that data made available or transmitted via the Services is correct, complete, up to date or free of delay. The User acknowledges that data may originate wholly or partly from third parties and may be subject to corresponding restrictions. Amenti is not obliged to continuously update data or keep it current.
11.2 Use of the Services is at the User’s own risk. The Website, the Services and the materials are provided without warranty as to defects and without express or implied guarantees or conditions of any kind. In particular, the analyses, simulations and feasibility studies prepared as part of the Services do not constitute binding bases for decision-making and do not replace the User’s own examination or assessment. The Services do not constitute legal, tax or investment advice and do not replace corresponding advice from qualified professionals. Amenti does not warrant any particular economic or actual outcome.
11.3 Amenti is not liable for damage incurred by Users as a result of the misuse or loss of access credentials provided to them by Amenti. Users are themselves responsible for safeguarding their data.
11.4 Should the Service exhibit a material defect, Amenti will make reasonable efforts to remedy such defect within a reasonable period after receipt of your written notice. If Amenti fails to remedy the defect within that period, your sole right and remedy shall be to terminate this Agreement pursuant to Section 3.2. Further claims, in particular for a reduction of fees, refund of fees or damages, shall exist only if expressly agreed in writing.
11.5 Amenti’s liability is excluded to the extent permitted by law, unless the damage was caused with intent or by gross negligence. Liability for consequential damage, indirect damage or damage resulting from defects is expressly excluded. Such excluded damage includes, in particular, loss of profit, loss of production, reputational damage and damage resulting from data loss, as well as damage in connection with the User’s investment or purchase decisions, including damage that is directly or indirectly based on feasibility studies, analyses or other results of the Services.
11.6 Amenti is not liable towards third parties who act on the basis of results or data passed on by the User.
12. User Inquiries/Complaints
Inquiries, complaints and support requests from Users may be addressed to Amenti during ordinary business hours in the city of Zurich, by telephone or e-mail, using the contact details set out below.
13. Severability Clause
Should any provision of this Agreement be or become wholly or partly invalid, unlawful or unenforceable, the validity and enforceability of the remaining provisions shall not be affected thereby. The relevant provision shall be deemed replaced by a valid and enforceable provision that most closely approximates the economic purpose of the original provision.
14. Precedence, Entirety and Written Form
14.1 Any deviating or supplementary provisions of an applicable subscription model under the web application, the Website, or an individual order concluded between the Parties remain reserved.
14.2 In the event of any conflict between these Terms and a subscription model or individual order, the provisions of the relevant subscription model or individual order shall prevail.
14.3 To the extent a subscription model or individual order does not contain deviating provisions, these Terms shall apply in addition.
14.4 This Agreement (together with the components referred to above) constitutes the entire agreement between the Parties with respect to its subject matter and supersedes all prior agreements, arrangements or understandings of any kind between the Parties.
14.5 To the extent these Terms require written form, this requirement is also satisfied by electronic communication, including by e-mail or other electronic means of communication, as well as by electronic signatures that do not necessarily constitute a qualified electronic signature within the meaning of the applicable law.
15. Applicable Law and Jurisdiction
All disputes arising from these Terms, as well as any matters arising from or in connection with the contractual relationship between Amenti and the User, shall be governed by Swiss law, to the exclusion of its conflict-of-law rules and international treaties. In the event of disputes, the ordinary courts of the city of Zurich (Zurich 1), Switzerland, shall have exclusive jurisdiction.
16. Language Version
This Agreement may be drawn up in several language versions. In the event of any contradiction or differences in interpretation between the language versions, the German version shall prevail.
Amenti AG
CHE-384.083.884
Address: Weststrasse 50, 8003 Zurich, Switzerland
E-mail: info@amenti.ch
Telephone: +41 44 224 49 00