SEC-Hub Terms and Conditions

RDS 81346 Software Service Agreement

General Information

This RDS 81346 Software Service Agreement (the “Agreement”) is between RDS 81346 Technique ApS, Denmark (“81346-TECH”) and the organization or person agreeing to these terms (“Customer”). This Agreement governs access to and use of the Services and is a B2B agreement. The Services are not intended for End-users under the age of 13. Customer will ensure that it does not allow any person under 13 to use the Services.
To the extent that 81346-TECH is, on behalf of the Customer, Processing Customer Data that is subject to EU Data Protection Laws, the Customer is also agreeing to the Data Processing Agreement with 81346-TECH for the transfer of Personal Data to processors.

  1. Services
    1. Provision. The Agreement governs access to, and use of, the Services purchased under an order form, quote, or invoice by 81346-TECH. Customer and End-users may access and use the Services in accordance with the Agreement.
    2. Modifications. 81346-TECH may update or modify the Services. If 81346-TECH changes the Services in a manner that materially reduces their functionality, Customer may terminate the Agreement with 14 days’ notice following the change. This termination right will not apply to changes made to features provided on a beta or evaluation basis.
    3. Services.
      1. Automatic updates. Some of the Services may update automatically.
      2. Open source software. When open source software is included in the Services, the Customer acquires any such rights therein as are specified in the relevant open source license. This shall apply whether or not the license exceeds what is necessary.
      3. License. 81346-TECH grants to the Customer a non-exclusive, time-limited and non-transferrable right to use the Services under these terms. The Customer may also enable the Services to be used by third parties assisting the Customer, but only where such third parties are specifically assisting the Customer.
  2. Customer Obligations
    1. Customer Administration of the Services. Customer shall act as or on behalf of End-users as Administrators through the Services. Administrators are able to: access, disclose, restrict or remove Customer Data; and monitor, restrict, or terminate access by End-users. Customer is responsible for maintaining the confidentiality of passwords and Admin Accounts and managing access to Admin Accounts. 81346-TECH’s responsibilities do not extend to the internal management or administration of the Services for Customer.
    2. Unauthorized Use or Access. Customer will prevent unauthorized use of the Services by its End-users and terminate any unauthorized use of or access to the Services. End-user access may only be provisioned, registered, and used by a single End-user. Customer shall promptly notify 81346-TECH of any unauthorized use of or access to the Services.
    3. Reselling. Unless otherwise agreed, Customer may not sell, resell, or lease the Services to any third party.
    4. Reverse Engineering. The Customer may not reverse engineer, decompile or make unauthorized copy of the Services or software included therein, or attempt or assist anyone else to do so.
    5. Compliance.
      • Generally. The Customer undertakes to use the service in accordance with the Agreement and any and all instructions received from 81346-TECH. The Customer also agrees to only make use of the Services in relation to its business operations and to comply with any and all applicable laws and regulations when using the Services. If the Customer fails to comply with the above, 81346-TECH is entitled to suspend the provision of the service after 81346-TECH has notified the Customer thereof.
      • End-users. Customer is responsible for use of the Services by its End-users. Customer will obtain and maintain from End-users any consents necessary to allow Administrators to engage in the activities described in the Agreement and to allow 81346-TECH to deliver the Services.
    6. Third-Party Apps and Integrations. If Customer uses any third-party service or applications, such as a service that uses a 81346-TECH API, with the Services: (a) 81346-TECH will not be responsible for any act or omission of the third-party, including the third-party’s access to or use of Customer Data; and (b) 81346-TECH does not warrant or support any service provided by the third-party. Customer will comply with any API limits associated with the Services plan purchased by Customer.
  3. Customer Data
    1. Customer Data Limitations. 81346-TECH and its Subcontractors will only access, use, store, and transfer Customer Data to deliver the Services and to fulfill 81346-TECH’s obligations in the Agreement. Any 81346-TECH personnel who have access to Customer Data will be bound by appropriate confidentiality obligations.
    2. Data Processing Agreement. To the extent Customer Data is subject to EU Data Protection Laws and is processed by 81346-TECH on Customer’s behalf, Customer and 81346-TECH agree to the Data Processing Agreement. The Data Processing Agreement applies only to the Services.
  4. Data Transfers
    1. Data Transfer. Customer agrees that 81346-TECH and its Subcontractors may transfer Customer Data to and access, use, and store Customer Data in locations other than Customer’s country.
  5. Payment
    1. Fees. Customer will pay 81346-TECH all applicable Fees for the Services as stated in the order form, quote or invoice defined by the Customer upon self-signup. Fees are non-refundable except as required by law or as otherwise specifically permitted in the Agreement. 81346-TECH may suspend or terminate the Services if Fees are past due.
    2. Auto-renewals. The Services are delivered as a subscription service selected by the Customer in the Administration part of the Service. The Customer may terminate the Service prior to any new subscription period. Missing payment or termination of or upon payment does not make a termination of the Service.
    3. Adjustments to Services. The Customer can modify the Service as desired in the Administration module in the Service.
  6. Suspension
    1. Of End-user Access by 81346-TECH. If an End-user: (a) violates the Agreement; or (b) uses the Services in a manner that 81346-TECH reasonably believes will cause it liability, then 81346-TECH may request that Customer suspend or terminate the applicable End-user access to the Services. If Customer fails to promptly suspend or terminate the End-user access to the Services, then 81346-TECH may do so.
    2. Security Emergencies. Notwithstanding anything in the Agreement, if there is a Security Emergency, 81346-TECH may automatically suspend use of the Services. 81346-TECH will make commercially reasonable efforts to narrowly tailor the suspension as needed to prevent or terminate the Security Emergency.
  7. Intellectual Property Rights
    1. Reservation of Rights. The Customer acquires a time-limited right of use in respect of the Services. The Services include among others copyright protected material from ISO / IEC (or any other similar national bodies within standardization) as well as trade secrets of 81346-TECH, and the Customer undertakes in order to protect the Services, not to decompile, reverse engineer, decrypt, extract or disassemble the software, tables etc. or otherwise reduce or attempt to reduce any software or firmware herein to source code form or tables for use outside the Service.
    2. Copyright to ISO and IEC tables. 81346-TECH has for the Service achieved accept and protection to use copyright protected classification tables from the 81346-standard series by Danish Standards Foundation. Unless otherwise agreed by written permission, no reproduction or copy of any tables from the Service is allowed by the Customer.
    3. Proposals. 81346-TECH may use, modify, and incorporate into its products and services, license and sublicense, any feedback, comments, or suggestions on the Services that Customer or End-users may send 81346-TECH or post in 81346-TECH ‘s forums without any obligation to Customer or End-user.
  8. Termination
    1. Generally. Either Party may terminate this Agreement earlier, without liability towards the other Party, if (a) the other party commits a material breach or repeated breaches of this Agreement, they have been recognized and are not duly remedied within a period of thirty (30) days, (b) the Customer is in default of payment to 81346-TECH with more than two (3) days, or (c) the other party is declared bankrupt, enters into liquidation or for any other reason can be assumed to be insolvent and the trustee has not given notice to continue the Agreement within eight (8) days of having been appointed.
    2. Effects of Termination. If the Agreement terminates: (a) except as set forth in this Section, the rights and licenses granted by 81346-TECH to Customer will cease immediately; (b) Customer may, prior to termination, request reasonable additional time to export its Stored Data, provided that 81346-TECH may charge Customer for this extended access based on 81346-TECH ‘s then-current standard fees.
  9. Indemnification
    1. Possible Infringement. If 81346-TECH believes the Services infringe or may be alleged to infringe a third party’s Intellectual Property Rights, then 81346-TECH may: (a) obtain the right for Customer, at 81346-TECH’s expense, to continue using the Services or Software; (b) provide a non-infringing functionally equivalent replacement; or (c) modify the Services so that they no longer infringe. If 81346-TECH does not believe the options described in this section are commercially reasonable, then 81346-TECH may suspend or terminate Customer’s use of the affected Services, with a pro-rata refund of prepaid fees for the Services.
  10. Disclaimers
    1. Generally. The Service is provided on an “AS IS” and “AS AVAILABLE” basis.
    2. Beta Services. Beta Services are to be used in Customer’s discretion. Despite anything to the contrary in the Agreement: (a) Customer may choose to use Beta Services in its sole discretion; (b) Beta Services may not be supported and may be changed at any time without notice; (c) Beta Services may not be as reliable or available as the Services; (d) Beta Services have not been subjected to the same Security Measures and auditing to which the Services have been subjected; and (e) 81346-TECH will have no liability arising out of or in connection with beta services.
  11. Limitation of Liability
    1. Limitation on Liability. To the fullest extent permitted by law, neither 81346-TECH and its affiliates, suppliers, and distributors will be liable under the agreement for (a) indirect, special, incidental, consequential, exemplary, or punitive damages, or (b) loss of use, data, business, revenues, or profits (in each case whether direct or indirect), even if the party knew or should have known that such damages were possible and even if a remedy fails of its essential purpose.
  12. Miscellaneous
    1. Terms Modification. 81346-TECH may revise this Agreement from time to time and the most current version will always be posted on the Service website. 81346-TECH will notify Customer of the revision by notification on the Service website. By continuing to access or use the Services after revisions become effective, Customer agrees to be bound by the revised Agreement. If Customer does not agree to the revised Agreement terms, Customer may terminate the Services within 14 days of receiving notice of the change.
    2. Law and Venue. Any dispute between 81346-TECH and the Customer must be settled in accordance with Danish law, not including the CISG, The United Nations Convention on Contracts for the International Sale of Goods, or the Danish choice of law rules with Copenhagen City Court as the court of first in-stance.
    3. Notice. The Customer shall contact 81346-TECH by the built-in communication options in the Service only.

 



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