Terms & Conditions
These Terms govern your use of the BorgMark service, provided by BV CEEJAY, a Belgian private limited company with registered office at Quinten Matsijslei 12, 2018 Antwerpen, Belgium, registered under VAT number BE0865267120 (“BorgMark”, “we”, “us”).
By creating an account, starting a trial, or paying a subscription, the entity you represent (the “Customer”, “you”) accepts these Terms.
These Terms are intended for use between professionals (B2B). They are not directed at consumers within the meaning of Book VI of the Belgian Code of Economic Law.
1. The Service
BorgMark is a hosted Forgejo Git platform with built-in CI/CD runners, operated on EU infrastructure. The specific plan, capacity and features purchased are set out at sign-up or in a separate order form (the “Order”).
We may improve, modify or replace features at any time, provided we do not materially diminish the core functionality you have subscribed to during the then-current billing period.
2. Accounts and users
You are responsible for:
a. the accuracy of registration information; b. safeguarding credentials and ensuring that authorised users keep theirs confidential; c. all activity that occurs under your account, including by your users; d. enforcing reasonable security practices (e.g. MFA, where supported) among your users.
You must notify us promptly at hello@borgmark.com if you suspect any unauthorised access.
3. Trial
A 14-day trial of the Walled Garden plan is offered without payment details. At the end of the trial, the account is paused unless you add a payment method. Paused trial data is retained for 30 days, after which it is deleted.
4. Fees, billing and taxes
Plans and prices are published at borgmark.com/pricing and may be updated for new billing periods on at least 30 days’ notice.
Billing cycle. Subscriptions are billed monthly in advance in EUR. Annual billing may be offered separately.
Payment. Invoices are payable by the payment methods offered through our payment processor (Mollie). Invoices are issued electronically.
Taxes. Prices are exclusive of VAT and other applicable taxes. Belgian VAT applies unless the EU B2B reverse-charge mechanism applies and you have provided a valid VAT number for an establishment in another EU Member State. You are responsible for any taxes other than those on our income.
Late payment. If an invoice remains unpaid for more than 14 days after its due date, we may suspend the Service after a written reminder. Late payment interest accrues at the rate set by the Belgian Act of 2 August 2002 on combating late payment in commercial transactions. We may also recover reasonable collection costs.
5. Term and termination
Term. The Agreement starts on account creation and continues for successive monthly periods until terminated.
Termination by you. You may cancel at any time from the billing settings. Cancellation takes effect at the end of the then-current billing period. Fees already paid are not refunded.
Termination for cause. Either party may terminate with immediate effect if the other party materially breaches the Agreement and fails to cure within 30 days of written notice, or becomes insolvent or subject to bankruptcy proceedings.
Termination by us for misuse. We may suspend or terminate the Service immediately if we reasonably believe your use violates Section 6, threatens the security or integrity of the Service or other customers, or is required by law.
Effect of termination. On termination, Section 11 of the DPA governs return or deletion of personal data. Sections of these Terms that by their nature should survive (fees due, liability, confidentiality, governing law) survive termination.
6. Acceptable use
You agree not to, and not to permit any user to:
a. use the Service in violation of applicable law or third-party rights; b. upload, store or distribute malware, phishing kits, or content that is unlawful (including child sexual abuse material, content that incites violence, or content that infringes intellectual property rights); c. use CI runners or compute resources for cryptocurrency mining, distributed denial-of-service, password cracking, or sustained workloads disproportionate to the plan purchased; d. attempt to gain unauthorised access to the Service, probe or scan its vulnerabilities other than under a coordinated disclosure programme we publish, or interfere with its operation; e. resell or sublicense the Service except as a tool used in your own services to your own clients.
We do not pre-screen Customer content but we may remove content or suspend access where we reasonably believe this section has been violated.
7. Service availability
We will use commercially reasonable efforts to keep the Service available and to schedule maintenance outside European business hours where reasonably practicable.
We do not commit to a specific uptime percentage or service credits under these standard Terms. A separate service-level commitment may be agreed in writing for the Sovereign Fortress plan.
8. Data protection
The parties’ obligations under the GDPR are governed by the Data Processing Agreement (the “DPA”), which is incorporated by reference. The DPA prevails over these Terms on matters of personal data protection.
9. Intellectual property
Customer content. You retain all rights in the source code, artefacts, configurations and other content you store in the Service (“Customer Content”). You grant us a non-exclusive, worldwide licence to host, copy, transmit, display and process Customer Content solely to provide, secure and support the Service.
Service. The Service, including its branding and any documentation, is and remains our property and that of our licensors (including the Forgejo project, used under its open-source licence). Nothing in these Terms transfers ownership of the Service.
Feedback. If you send us suggestions or feedback, we may use them without restriction or compensation.
10. Confidentiality
Each party will protect the other party’s non-public business and technical information disclosed in connection with the Agreement with the same care it uses for its own confidential information of like importance, and at least with reasonable care. Confidentiality obligations do not apply to information that is or becomes public without breach, is already known to the recipient, is independently developed, or must be disclosed by law (in which case the recipient will, where lawful, give the other party reasonable notice).
11. Warranties and disclaimer
We warrant that the Service will be provided with reasonable skill and care.
Except as expressly stated in these Terms, the Service is provided “as is”. To the maximum extent permitted by law, we disclaim all other warranties, whether express, implied or statutory, including fitness for a particular purpose, merchantability, and non-infringement. We do not warrant that the Service will be uninterrupted, error-free, or that it will meet your specific requirements.
12. Liability
To the maximum extent permitted by law:
a. neither party is liable for indirect, incidental, special or consequential damages, loss of profit, loss of revenue, loss of goodwill, or loss of data (other than the cost of restoring data from your most recent export); b. each party’s aggregate liability arising out of or relating to the Agreement is capped at the fees paid or payable by the Customer to BorgMark under the Agreement in the 12 months preceding the event giving rise to the liability.
Nothing in these Terms limits liability for fraud, gross negligence, wilful misconduct, death or personal injury, or any other liability that cannot be limited under Belgian law.
13. Force majeure
Neither party is liable for failure or delay caused by events beyond its reasonable control, including acts of God, war, terrorism, civil unrest, strikes, epidemics, governmental action, failures of public telecommunications networks, or failure of third-party infrastructure not under that party’s control.
14. Changes to these Terms
We may update these Terms. The updated version will be published at borgmark.com with a new effective date, and we will notify the Customer’s billing contact by email at least 30 days before material changes take effect. If you object to a material change, you may terminate the Agreement before the change takes effect; continued use after the effective date constitutes acceptance.
15. Assignment
You may not assign the Agreement without our prior written consent, except to a successor in connection with a merger, acquisition or sale of substantially all of your assets, provided the successor is not a competitor of BorgMark. We may assign the Agreement to an affiliate or to a successor in connection with a corporate transaction, provided the assignee assumes our obligations.
16. Entire agreement
The Agreement (these Terms, the DPA, any applicable Order, and our published policies referenced here) is the entire agreement between the parties on its subject matter and supersedes any prior agreements. Customer purchase orders or general terms of purchase do not apply and are expressly rejected.
17. Governing law and jurisdiction
The Agreement is governed by Belgian law, excluding its conflict-of-laws rules and the United Nations Convention on Contracts for the International Sale of Goods.
Any dispute arising out of or relating to the Agreement is subject to the exclusive jurisdiction of the courts of Antwerp (Belgium).
18. Notices
Notices to BorgMark must be sent to hello@borgmark.com, with a copy by registered post to BV CEEJAY, Quinten Matsijslei 12, 2018 Antwerpen, Belgium. Notices to the Customer are sent to the email address on the account’s billing contact.