Version 0.3 — 28 October 2026. Since version 0.2 (3 October 2026): the licensor is SDS SA (Smart Digital Solutions SA), Eysins, Switzerland, which took over the Beegait business from PHX ITS UG (haftungsbeschränkt) (section 19.3); the agreement is governed by Swiss law (section 19). For a subscription concluded under version 0.2, the change of law takes effect six weeks after the notice (section 8.2).
1. Parties, scope and order of precedence
1.1 This agreement is made between SDS SA (Smart Digital Solutions SA), Route de Crassier 7, Terre Bonne Park, Bâtiment A1, 1262 Eysins, Switzerland (UID CHE-239.667.653), trading as Beegait (“Beegait”, “we”), and the organisation that installs or uses the Software (“Licensee”, “you”).
1.2 The Software is the Beegait engine and the Beegait runner in the binary form in which Beegait distributes them — the engine packages (wheels) and the runner installers (MSI, pkg, deb) — together with every update Beegait provides for them and their documentation.
1.3 Beegait Materials are the procedures, prompts and runtime instructions, packs, templates, the board and its assets, and every other content Beegait provides to the Software — shipped with it or served to it at run time by the Beegait service. Wherever this agreement speaks of the Software, it covers the Beegait Materials too.
1.4 The Beegait self-hosted server image is not licensed under this agreement; the Beegait Self-Hosted Agreement governs it alone.
1.5 The Software is offered to businesses only, not to consumers. By accepting this agreement, the person accepting confirms that they act for a business and are authorised to bind it.
1.6 Order of precedence. Where documents conflict, this order applies: (1) an individually negotiated order form or enterprise agreement, (2) the Beegait Self-Hosted Agreement for the self-hosted image, (3) this agreement for the Software, (4) the Beegait Terms of Service for the Beegait service, (5) Beegait’s published policies and documentation.
2. Licence
2.1 Beegait grants you a non-exclusive, non-transferable, non-sublicensable right, limited to the term of this agreement, to install and run the Software on computers and servers that your organisation operates or controls, for one of these purposes:
a) the use of the Beegait service under an active subscription of your organisation, within the plan’s limits (users, projects, features) shown in the service, or b) the free tier (section 3).
2.2 Authorised Users are your employees and the contractors working for you. A contractor may use the Software only for your benefit and on your projects — never for other clients — and must be bound to confidentiality and usage obligations no less strict than this agreement. You are responsible for every Authorised User’s compliance as for your own.
2.3 You may make the copies needed for that use, including backups.
3. Free tier
3.1 One person per organisation may use the Software free of charge with a free Beegait account (“single-player use”). The free tier works online: the Beegait Materials are served by the Beegait service and kept in a local cache, so it continues offline after the first synchronisation. The free tier is licensed to the organisation; for a freelancer, the freelancer is the organisation.
3.2 Within single-player use, the person may use the Software on any number of their own devices (including virtual machines), for commercial work and for client work. As soon as a second person of the same organisation uses the Software, or people work together inside the Beegait service (a shared project, manager review, shared packs), the organisation needs a subscription.
3.3 Beegait offers the free tier as long as it decides to. It may change it for the future; it announces changes in advance in the service or by e-mail. Changes never affect your files (section 3.4).
3.4 Your files stay yours. The project files the Software creates for you — the hub, a plain git repository — and your other content belong to you. When a subscription or the free tier ends, your files remain on your disk with their history; nothing in this agreement entitles Beegait to withhold or delete them. Your ownership does not extend to the Software or the Beegait Materials contained in or accompanying those files.
4. Restrictions
4.1 Except where this agreement or mandatory law allows it, you may not:
a) distribute, sell, rent, lend or sublicense the Software or make it available to third parties, including operating it for others as a hosted or managed service or a service bureau; b) copy, adapt, translate or otherwise modify the Software or the Beegait Materials, or incorporate any part of them into another product or service; c) build a derivative product from the Software, or use non-public information obtained from it (section 5) to build a competing implementation; d) decompile, disassemble or otherwise reverse-engineer the Software, or attempt to derive its source code; e) patch or tamper with the Software, circumvent, disable or remove its technical protection, integrity checks or usage limits; f) share, publish, transfer, duplicate or alter credentials — pairing tokens, runner tokens, licence files, account credentials — or use them outside your organisation, or forge or alter a licence or entitlement state; g) remove or alter copyright notices, trade marks or licence information.
4.2 Your statutory rights remain. Section 4.1 does not restrict what mandatory law permits, in particular Art. 21 of the Swiss Copyright Act (URG) and, for a Licensee in the European Union, Art. 5 (2) and (3) and Art. 6 of Directive 2009/24/EC — observing, studying and testing the Software while running it, and decompiling it where that is indispensable to obtain the information needed for interoperability with another program, under the conditions those provisions set. These rights cannot be excluded by contract, and this agreement does not try to.
4.3 Security research. Good-faith security research is welcome under the disclosure policy published on beegait.ai (the security page); findings are reported through the channel named there. Exploiting a vulnerability, or bypassing a protection beyond what that policy or mandatory law allows, remains prohibited.
5. Confidentiality and trade secrets
5.1 The non-public technical information embodied in or obtained from the Software and the Beegait Materials — in particular their architecture, internal operation, algorithms, protocols and non-public interfaces, internal formats, prompts and runtime instructions, licence and security mechanisms — is Beegait’s confidential information and its manufacturing and business secret (Art. 6 of the Swiss Unfair Competition Act, UWG; Art. 162 of the Swiss Criminal Code). You keep it confidential, use it only to use the Software under this agreement, and disclose it only to Authorised Users who need it and are bound as in section 2.2.
5.2 Section 5.1 does not apply to information that is or becomes public without your breach, that you lawfully had before receiving it, that you developed independently, or that you must disclose by law or by order of a court or authority (after telling Beegait where lawful). It does not restrict your statutory rights under section 4.2.
5.3 Section 5 continues after this agreement ends.
6. Rights reserved
The Software and the Beegait Materials are protected by copyright and as trade secrets. All rights not expressly granted remain with Beegait. Beegait™ is a trade mark of PHX ITS UG (haftungsbeschränkt) (EUTM 019419407), used by SDS SA under licence; this agreement grants no right to use it.
7. Communication with Beegait
7.1 To work, the Software communicates with the Beegait service: it validates the pairing and the subscription, fetches the Beegait Materials and the workspace’s configuration, checks for and installs updates, receives security revocations and reports the status of the jobs it runs. When you or the Software send an error report, it carries a structured error id and the diagnostic data shown before sending.
7.2 Personal data processed in doing so is handled as described in Beegait’s data-protection notice; where Beegait processes personal data on your behalf, the data processing agreement applies.
8. Updates and new versions of this agreement
8.1 The runner keeps itself current within the update policy your organisation sets for its workspace. Beegait may require a minimum version of the Software for the use of the Beegait service and names it in the service. Updates are part of the Software and fall under this agreement.
8.2 Beegait may change this agreement for the future. It announces a new version at least six weeks before it takes effect, in the service or by e-mail, with the changes marked. If you object in text form before that date, the previous version continues to apply to your current subscription until its end; Beegait may then terminate the subscription at the end of its current term. If you do not object, the new version applies from that date; the announcement says so.
9. Enterprise source audit
On written request, for customers on an enterprise plan only, Beegait lets an auditor named by the customer read the source code of the version of the Software the customer runs, under a non-disclosure agreement, on Beegait’s premises or over a screen-share. No copy of the source code is handed over. Beegait does not offer a source-code escrow.
10. Compliance confirmation
At Beegait’s written request, at most once a calendar year, you confirm in text form within 30 days that your use complies with this agreement — in particular with section 3.1 (one person per organisation in the free tier), section 2.2 and section 4.1 f).
11. Suspension
Beegait may suspend the paid functions of the Software or a credential for as long as a subscription has expired, a credential is abused, the Software is tampered with, its use is unlawful, or a serious security risk requires it — proportionately, with notice where the circumstances allow. A suspension never touches your files (section 3.4).
12. Term and termination
12.1 The licence under section 2.1 a) lasts as long as your organisation’s subscription; the free tier lasts as long as Beegait offers it (section 3.3).
12.2 Either party may terminate this agreement for good cause. Good cause for Beegait is in particular a serious breach of sections 4 or 5 that you do not remedy within a reasonable period after a written warning, or a breach that cannot be remedied. A termination for good cause by Beegait ends every right under this agreement, the free tier of your organisation included.
12.3 When a right ends, you stop using the Software under it, uninstall what you are no longer licensed to use, delete the copies of the Software and of the Beegait Materials you no longer hold a licence for, and stop using the related credentials. Copies still licensed under the free tier may stay. Your files remain yours (section 3.4).
13. Warranty
13.1 For the Software used under a subscription, Beegait warrants that it substantially provides the functions described in its documentation. Beegait remedies a reported defect within a reasonable time, at its choice by an update, a corrected version or a workaround of equal value. Liability without fault for defects is excluded to the extent the law allows. Claims for defects become time-barred one year after the defective version was provided; this does not apply in the cases of section 14.1.
13.2 In the free tier the Software is provided free of charge. Beegait is liable for defects of title and quality only where it fraudulently concealed them.
14. Liability
14.1 Beegait is liable without limitation for intent and gross negligence (Art. 100 of the Swiss Code of Obligations), for injury to life, body or health, under the Swiss Product Liability Act (PrHG), for fraudulently concealed defects and within the scope of any guarantee it has given.
14.2 For slight negligence Beegait is liable only for the breach of an obligation whose fulfilment makes the proper performance of this agreement possible in the first place and on whose observance you may regularly rely (a material contractual obligation), and then limited to the damage that is foreseeable and typical for this kind of contract.
14.3 Where data is lost through Beegait’s slight negligence, Beegait is liable only for the effort of restoring it from backups that a diligent user keeps regularly and outside the working machine.
14.4 In the free tier, Beegait is liable for slight negligence not at all; section 14.1 applies in full.
14.5 Beyond sections 14.1 to 14.4, liability is excluded. These limits also apply to the personal liability of Beegait’s employees, representatives and agents.
15. Third-party claims
15.1 If a third party claims against you that your use of the Software under this agreement infringes its intellectual property rights, you tell Beegait without delay in text form, let Beegait conduct the defence and any settlement, and give it the reasonable support it needs, at Beegait’s cost.
15.2 Beegait then, at its choice and cost, obtains the right for you to continue the use, modifies or replaces the Software so that it no longer infringes without a material loss of function, or — where neither is reasonably possible — ends the affected licence and refunds the fees paid in advance for the time after it ends. Beegait holds you harmless from damages and costs finally awarded against you on such a claim, within the limits of section 14.
15.3 Section 15 does not apply where the claim arises from your modification of the Software in breach of this agreement, from combining it with items not supplied by Beegait, or from your content.
16. Third-party components
The Software contains components from third parties under their own licences (the Python runtime, open-source libraries, fonts and icons). Their licence texts are shipped with the Software and prevail for those components. None of them requires the Software to be open to reverse engineering (checked 2026-10-01: PSF, MIT, ISC, BSD-2/3-Clause, MIT-0, Apache-2.0, SIL OFL — no LGPL).
17. Feedback
If you send Beegait suggestions, ideas or other feedback about the Software or the service, Beegait may use them freely and without compensation. This gives Beegait no right to your confidential information or your content.
18. Export control and sanctions
You use the Software in compliance with the export-control and sanctions law of Switzerland, the European Union and other applicable jurisdictions; in particular you do not make it available to persons or in countries subject to sanctions that prohibit it.
19. Final provisions
19.1 This agreement is governed by Swiss law; the UN Convention on Contracts for the International Sale of Goods (CISG) does not apply.
19.2 The exclusive place of jurisdiction for all disputes arising from or in connection with this agreement is the seat of SDS SA (Eysins, canton of Vaud, Switzerland) — for a Licensee in the EU or the EEA within the limits of the Lugano Convention. Beegait may also sue at your seat.
19.3 Beegait may transfer this agreement, in whole or in part, to a company that takes over the Beegait business or the rights in the Software (by merger, restructuring, sale or within its group); it tells you in text form. You may transfer it only with Beegait’s consent in text form.
19.4 Changes and additions to this agreement require text form (an e-mail suffices); section 8.2 is not affected.
19.5 This agreement is written in English; no other language version governs.
19.6 Should a provision of this agreement be or become invalid, the remaining provisions stay valid.