Legal
1. Access and Use
IF THERE ARE ANY CONFLICTING TERMS AND CONDITIONS BETWEEN THE SIGNED CONTRACT AND THESE TERMS OF SERVICE, THE SIGNED CONTRACT TAKES PRECEDENCE OVER THESE TERMS OF SERVICE.
Data & More APS and/or its affiliates ("D&M") is willing to grant access to services related to the solution to you as the company or the legal entity that will be utilizing the Data & More D&M Solution on the condition that you accept all the terms of this agreement.
1.1. Subject to payment of all applicable fees and the terms and conditions of this Agreement, Data & More grants the Customer, during the Demo or Subscription Term, a non-exclusive, non-transferable right to access and use the D&M SOLUTION solely for Customer's internal business purposes in accordance with the Documentation.
1.2. Customer shall not (directly or indirectly): copy or reproduce the SOLUTION; exceed subscribed quantities; remove proprietary markings; assign, sell, or sublicense the SOLUTION; modify, reverse engineer or disassemble the SOLUTION; use the SOLUTION for competitive or benchmark purposes; or interfere with the integrity or performance of the SOLUTION.
1.3. The customer is solely responsible for ensuring that only appropriate Authorized Users have access to the SOLUTION.
1.4. Trial Services are provided "as is" and "as available" without warranties. Data & More will not be obligated to provide maintenance or support for Trial Services.
2. Payment and Taxes
2.1. Customer shall pay all invoices within thirty (30) days of the date of invoice. Unpaid amounts are subject to a late charge of 1.5% per month.
2.2. Fees are exclusive of Indirect Taxes. Customer will be liable for compliance with reporting and payment of such Indirect Taxes.
3. Intellectual Property
All rights, title, and interest in the SOLUTION, Documentation, and Data & More Intellectual Property are reserved by Data & More. Nothing in this Agreement shall transfer ownership of any Intellectual Property rights from one Party to the other.
Data & More may collect and use Usage Data for its reasonable business purposes. Customer Suggestions may be implemented by Data & More in its sole discretion.
4. Confidentiality
The receiving Party may only use the disclosing Party's Confidential Information to fulfil the purposes of this Agreement and will protect it using at least the same degree of care as it uses for its own confidential information.
Customer grants Data & More the right to use Customer's trade names and logos in promotional materials for the sole purpose of identifying Customer as a Data & More customer.
5. Security and Processing of Personal Data
Customer is solely responsible for the content, quality and accuracy of Customer Data, and for ensuring a valid legal basis for processing.
Data & More shall implement appropriate administrative, physical and technical measures designed to protect Customer Data against unauthorized access or disclosure.
Data & More reserves the right to suspend operations for up to 30 days for security incidents. Commercial interests should not influence security-related decisions.
6β8. Warranties, Indemnification & Liability
Data & More warrants that the SOLUTION will perform in substantial conformity with the Documentation during the Subscription Term.
Data & More shall defend and indemnify Customer against third-party IP infringement claims caused by Customer's use of the SOLUTION in accordance with this Agreement.
Neither Party's maximum aggregate liability shall exceed the total amount paid to Data & More during the twelve (12) months preceding the initial claim. Neither Party will have liability for loss of profits, revenues, goodwill, or indirect/consequential damages.
12. Term and Termination
Either Party may terminate this Agreement if the other Party materially breaches and fails to remedy within thirty (30) days of written notice.
Data & More may suspend access upon 30 days' written notice if an invoice is more than 60 days past due or there is an uncured material breach.
Upon termination, Customer Data will be deleted within thirty (30) days. Customer is responsible for exporting any data it desires continued access to.
15. Governing Law
These Terms shall be governed by the laws of Denmark, without regard to conflict of law principles. Disputes shall first be resolved through good-faith negotiations. If unresolved, disputes shall be settled through binding arbitration in Copenhagen in accordance with the rules of the Danish Institute of Arbitration.
Questions about our terms?
Contact us at info@dataandmore.com for any questions about this agreement.