Terms and conditions

  1. 1. Acceptance of terms and conditions

1.1 The terms and conditions (hereafter "conditions") are accepted by checking the box " I have read and accepted the terms and conditions" by accepting the submitted offer, by using the application or declare acceptance in any other way, We limit acess to information for these service providers to what is neccesary, and is applicable between Rackbeat Aps, CVR-nr 39086409, Havnegade 53B, 1058 Copenhagen K, Denmark (hereafter "Rackbeat") and the customer (hereafter "the customer"). If the customer is a legal person, these terms are accepted on behalf of the customer. This service is bussiness to bussiness.

1.2 Furthermore, audit companies, admininstrative companies and the like, can also accept these conditions on behalf of the customer, including new contracts, if these thereby are responsible for neccesary proxy and that the customer has been adequatly infomed about the conditions.

  1. 2. THE SCOPE AND USE OF THE SUBSCRIPTION

2.1 The customer is according to the conditions granted non-exclusive access to usage of the Rackbeat applikation and choosen add-ons (hereafter the application) which is offered online as Software-as-a-Service. The customerdoes not get the application or a copy hereof and is not granted licens to the service except as Software-as-a-service.

2.2 The customer's subscription soley grants the customer access to the amount of users, specified in the specific product. The subsription includes the customer's associated users, if the customer has a need for additional capacity or functionality, the subscription will automatically be upgraded trough usage of additional users, add-ons and so forth, and the customer accepts that the price will be adjusted accordingly.

2.3 The prices of delivered services and subscriptions can be found in the application itself or on Rackbeat's website. Independent conditions may apply for singular functions, services and add-ons, which should be accepted in addition to these conditions, before they can be applied.

2.4 The access to use this application is restricted to solely the customer and its advisors, and the application may not be used by others than the customer, nor be used by others than the customer for data processing or other services. The customer helds full responsibility for the third-parties that the customer grants access to the application or usage of the customers log-in details.

2.5 The customer is not permitted to transfer the subscriptions fully or partly to a third party, exluding what is stated in 2.4, or give access to the application to a third party.

2.6 The customer is responsible for securing that the application is not used in a way that could harm Rackbeat's name, reputation or goodwill, nor violates any other laws or regulations.

  1. 3. PRICES AND PAYMENT TERMS

3.1 The customer accounts Rackbeat for the delivered services under this agreement.

3.2 All prices are excluding any potential VAT, taxes or fees, that is charged with services.

3.3 The customer gives Rackbeat permission to withdraw additional services via credit card(s) tied to the customer's account and is simultaneously in agreement with debitor regulations, and that any potential card fees are payed by the customer.

3.4 Other conditions:

  1. The first billing occurs after the start of the subsription and is withdrawn a month in advance, unless otherwise agreed.
  2. The start date of the agreement, is the time of acceptance of these terms and conditions

3.5 The customer accepts that innvoices, charges and fees sent to the e-mail, provided by the customer, is considered delivered when they are sent by Rackbeat.

3.6 All innvoices and updated usage overview will be accessible in the application.

3.7 The existing and applicable prices can be found on Rackbeat's webpage and can be changed through the webpage, with 30 days notice. The same is applicable to changes in the content and composition of subscription types and add-ons.

3.8 Rackbeat reserves the right to index regulate the subscriptions with min. 3% per. anumm or without notice.

3.9 If the payment is not made by credit card a 50 DKK ex. VAT, invoice fee is added. If the subscription is not payed in time, a payment reminder is sent one day following the due date of the innvoice. If the subscription is still not payed within 7 days, a 100 DKK fee is sent. If the payment is still not made following the invoicing of the above mentioned fee, access to the systems are blocked.

  1. 4. EXPIRY

4.1 The customer can cancel, downgrade or/and deselect add-ons within the application, until the end of the month (unless otherwise specified in the description or conditions of the specific service).

4.2 Rackbeat can cancel the subscription with three months notice until the end of a calendar quarter, or without notice following considarable neglet of these terms or customer's bankruptcy or insolvence.

  1. 5. CUSTOMER DATA

5.1 The parties agree that the customer owns and can freely dispose over its own data in the application. The application give the customer oppurtunity to export all records, data and so on, via the applications export function. Also, the customer accepts that such export has to be done by the customer prior to the end of the subscription.

5.2 Rackbeat reserve the right to delete the customers data following the end of the subscription, regardless of the reason for termination. Also, Rackbeat have no obligations to store customer's data after termination.

5.3 Rackbeat has the right to store customer data, with the intent of using it in anonymized form, for statistical and analytical purposes.

5.4 Rackbeat can under special circumstances, in which it is deemed responsible and reasonble by Rackbeat, e.g. on the basis of a value loss calculation, give a third party and goverment access to customer data, including in connection with sentencing, legal authority demands, bankruptcy, death or the like.

5.6 Rackbeat reserve the right to give information regarding movement of goods and stock, to a third-party, in connection with the intent of improving the customer's stock tie-up.

5.7 The customer accept that Rackbeat retrives and stores personal data regarding employees, customers and suppliers. All personal data is stored in accordance with the applicable EU-standards and can always be extrated or anonymized by contacting Rackbeat with such a request. gdpr@rackbeat.com

  1. 6. STABILITY OF OPERATIONS

6.1 Rackbeat aims towards maximum operational stability, but is exempt from breakdowns or operational disturbances, including operational disturbances outside of Rackbeat's control. Included are power breakdowns, defective- devices, internet connection or phone lines and the like . The application and the service is delivered as it is and exists, and Rackbeat opt out of any garanties, ascription, warrenty or other terms, undettered by direct or indirect.

6.2 In the case of break-down or disturbances, Rackbeat aspire to re-establish normal operations as soon as possible.

6.3 Excluded services: Rackbeat maintance and support does not include: software, hardware or other compomenents, that are not delivered or offered by Rackbeat. Issues and errors that is caused by or affected by software, hardware, or other components, not delivered by Rackbeat, caused by the customer or user not following instructions and recomendations issued by Rackbeat. Issues and errors caused by or as a consequence, or affected by third-parties, that are not acting on behalf of Rackbeat software or is modified specifically for the customer.

  1. 7. CHANGES IN THE APPLICATION

7.1   Rackbeat has right to continously update and improve the application. Additionally, Rackbeat has the right to change the content and structure of the application and services. Such changes, improvements and updates can occur without or with notice and can affect services, including information and data uploadet to or released by the application.

  1. 8. TRANSFER

8.1   Rackbeat reserve the right to transfer its rights and obligations towards the customer to a the company concern or a third party.

8.2   The client accept that Rackbeat is permitted to use sub-contractors in all regards, including Rackbeat liquidation and operations and storage of customer's data.

  1. 9. PARTNERS

9.1   Rackbeat works with other Software-as-a-Service providers and in these partnerships focus on delivering complete IT solutions, to the customer.

9.2   The partners include, but is not restricted to; Bizz Zolutions IVS. The at any time relevant partners, and descriptions herof, can be found on Rackbeats website.

9.3   The client accept that Rackbeat can adress the client any time with suggestions for potenital IT-solutions., if Rackbeat deems it an acceptable match for the clients bussiness.

  1. 10. IMMATERIAL RIGHTS

10.1   Application and information that is submitted from the application, excluding client's data, is protected by copyright and other intellectual property rights that belongs to or is licened to/by Rackbeat Aps. Additionally, individually produced programming belongs to Rackbeat, unless otherwise agreed in writing. The client has to give Rackbeat information regarding any actual or potential violation of Rackbeat's immaterial rights or unauthorized use of the application, that comes to the client's attention .

10.2  There is no submission of immateriall rights to the customer.

10.3  Regarding the material uploadet by the customer and all customer's data, the customer grants Rackbeat and its contractors, permission and global license, that is sufficient for Rackbeat in order to justifiably run the application and fufill its obligations and market towards the customer. The customer is responsible for its uploadet material not violating third-party rights and does not contain material that can be perceived as offensive nor is in violation with other relevant laws or regulations.

  1. 11. RACKBEAT'S LIABILITY

11.1   Rackbeat renounce any responsibility in relation to these conditions, services or use of the application regardless of this occuring with or without a contract, including operational loss, colleteral damage, indirect damage, loss of data, loss due to product responsibility or loss arisen due to simple carelessness.

11.2   The client accepts use of the application is at the client's own risk, and reackbeat is without responsibility for any violations of ethical or regulatory conditions, in relation to the country in which the applicatoin is used.

11.3   Rackbeat is not responsible for the third party solution, that is accesible and/or is integrated with the services delivered by Rackbeat. Rackbeat can therefore, not be keept reponsible for the accuracy, absoluteness, quality and reliability of the information, nor the results achieved through these third party solutions. Also, Rackbeat have no obligations regarding the third-parties accessibility, security or functionality, including potential damages and/or loss caused by third-party solutions. It is the clients reponsibility to present evidence for potential loss not being caused by third party solutions.

11.4   The client accepts that Rackbeat is unaccountable for any for any demand or loss, that is caused product responsibility, loss at a third party or responsibility for a third party.

11.5 Rackbeat will never be responsible nor accountable for attributed loss or damages, regardless if these were predictable, known or in any other way come into the awerness of Rackbeat or the customer:

  • Loss of turnover
  • Loss of actual or expected gains
  • damages of, destruction or loss of data or programme, regardless of cause
  • collateral damage due to restriced or abscent access to data or the programme, regardless of the cause
  • Client's damages or loss, as a consequence of hacking, virus or similar attacks at Rackbeat
  • Loss of goodwill
  • Loss of expected savings
  • Loss of liquid assets
  • interruptions of business
  • refering to regulations in paragraph #.# to #.# any loss related to a third party's demand of any kind, any form of indirect loss, special loss or associated loss, or other loss, that may occur fromthe customers use of the inventory platform
  • loss or fines as a consequence of the customer's lacking adherence to the applicable data protection policy, cf. #.#

11.6 Should Rackbeat, despite above mentioned, be held responsible for covering supstibsion damages Rackbeat's responsibility is always equal to the fee, that the cusomer have paid for the servive in the month prior to the claim for damages. Albeit, only to the extent that the total damage claim covered by Rackbeat, despite the above, never can be more than DKK 1.000,00.

  1. 12. INTEGRATION TO RACKBEATS INVENTORY MANAGEMENT PLATFORM

13.1   Use of Rackbeat's integration tools/API occurs on the customer's own responsibility, likewise it is the responsibility of the client to secure correct usage and and setup of its additional systems, in order to ensure correct data-transfer to and from Rackbeat inventory managment system. The customer absolve Rackbeat Rackbeat for any responsibility in connection with usage of integration tools/ API, except corrections of mistakes and lack.

  1. 13. CONFIDENTIALITY AND DATA SECURITY

13.1  Rackbeat soley process the customer's data, after this instruction and therefore, not for personal, unrelated purposes.

13.2   Rackbeat has confidentiality about all client related information, that it comes in possesion of, and is not permitted to to pass on such information to a third party, unless such information is accesible to the public, Or when Rackbeat have been provided information from a third-party, outside of confidientality or when Rackbeat is obliged to pass-on information according to legislation og due to demands from a authorities or a court.

13.3   Rackbeat has implemented neccesary techincal and organizational security measures against information in the applikation accidentialy or illegally is destroyed, lost or damaged and against it coming into awerness of unathorized people, is abused or otherwise processed in violation of personal data proccesing policy.

13.4   To the extent that the customer use information, user names or passwords, that are is related to a third-party's information or services in relation to Rackbeat, the customer is aware of the passing on of such information and Rackbeat's processing of such information not violating rights or agreements with a third-party. The client must exempt Rackbeat from any accountability for loss in this regard.

  1. 14. CHANGES IN PAYMENT TERMS

14.1   Rackbeat is allowed to change these conditions in any way. The at any time applicable conditions will be accesible on Rackbeat's webpage. Rackbeat aims at informing about such changes in reasonable time (1 month), via the webpage.

  1. 15. DISPUTES

15.1   These conditions are subject to danish law and any dispute, that arises from a subscription, including these conditions, including these conditions, must be brought to the District court in Copenhagen.

  1. 16. VALIDITY

16.1  These conditions arevalid from 01/01-2018.