Version 2023:1
1. Introduction
These End-user License Agreement (EULA) govern your use of contracted software and fully or partially integrated Additional Services, together hereinafter referred to as the Services. The Services are provided by Sqillz AB (Sqillz) and you purchase access to the Services directly from Sqillz. These EULA apply between Sqillz and you and govern Sqillz’s obligations to you as a Customer and your obligations as a Customer and User of the Services. In EULA there are concepts with initial capital letters. In cases where the concepts are not defined directly in the text, the definitions can be found in point 18 below.
The Customer gains access to the Services when these EULA have been accepted, or the later date that has been agreed between the parties, which occurs in connection with signing the agreement. The EULA applies regardless of whether the software has been provided free of charge or for a fee.
2. Notices
Messages and information about the Services are provided via the Service or alternatively as a message in the Services’ interface. Notice can also be left on the relevant website.
The message is deemed to have been delivered when it has been published. Examples of messages are information about malfunctions, new versions, other information about the software, support or changes to terms and conditions. Sqillz can, at its own discretion, also send a message via e-mail or post. In such case, the message is considered delivered when it is sent from Sqillz.
Notification takes effect immediately, unless otherwise specifically stated in the notification.
Notifications from the Customer to Sqillz regarding EULA are primarily sent via e-mail to the address specified on the Sqillz website. You can also reach us Monday through Friday 08:00 – 17:00 on the phone number shown on the Sqillz website.
3. Subscription Agreement
The Services are provided as “Software as a Service” (SaaS), where the Customer purchases a subscription to the Services. When purchasing a subscription, the Customer is given the right to access the Services and the right to use them in the manner set out in the EULA. All parts of the Services are governed by the EULA, including parts that are added, purchased or put into use at a later time.
The Customer receives a limited, terminable, non-exclusive and non-transferable license to use the Services in accordance with the EULA for the Customer’s internal business operations against payment of fees according to the price list in force at any time or according to the agreement. Payment of fees according to the agreement and fulfillment of the EULA is a necessary condition for the right to use the Services.
The Services are provided as is. The right to use the Services is not conditional on or dependent on any particular version of the Services or function at any particular time, but gives access to and the right to use the Services as they are provided at any given time. The provision of the Services is not conditional on the delivery of future versions or functionalities, nor dependent on any publications, materials or comments regarding the same made by or for Sqillz.
Sqillz reserves the right, at its sole discretion, to make improvements, additions and changes, or to remove functionalities, or correct errors or deficiencies in the Services. Sqillz disclaims liability arising from such actions. If such a change, contrary to expectations, puts functions out of play or permanently removes such a function that constitutes an essential part of the Services, the Customer has the right to terminate the subscription immediately. The customer is thereby entitled to a proportional refund of fees paid in advance regarding the affected part or parts of the Services.
Sqillz reserves the right to change the EULA and other terms for delivery of the Services with 60 days’ notice. If the Customer does not accept such change, the subscription to the Services may be terminated in accordance with clause 8 of these EULA. The Customer has the right to a proportional refund of fees paid in advance that could not therefore be used by the Customer.
Sqillz has the right to hire a subcontractor to fulfill Sqillz’s commitment according to the EULA. Sqillz is responsible for the performance of the contractual obligations performed by subcontractors as if they had been performed by Sqillz itself.
In case of cancellation of an order after a signed agreement, Sqillz reserves the right to invoice actual costs as well as full fee for setup, onboarding, and the subscription fee for the first 12 months.
The customer is not entitled under any circumstances to transfer or transfer, in whole or in part, any license for the Services to a third party, (including but not limited to mergers and fissions, bankruptcy, change of ownership or control or to related companies) without written approval obtained from Sqillz prior to this.
4. Right of use
When the Customer has purchased a subscription to the Services and accepted EULA, the Customer is entitled to use the Services during the subscription period for as many users as the Customer has purchased a subscription for. The Customer can, at his own choice, purchase the right for more Users to use the Services or the right to use fully or partially integrated Additional Services according to the price list or agreement in force at any given time.
Only Users with a paid and valid subscription are entitled to use the Services. User licenses are issued for individual named Users. User accounts are created and administered by the Customer. User licenses may not be shared or used by more than one User, but the Customer may freely transfer a user license from one User to another. Sqillz reserves the right to check the number of used user licenses.
Each User is responsible for the confidentiality and accuracy of login details and other account information. The Customer and/or User must inform Sqillz immediately in the event of unauthorized access to login details.
The Customer is aware that using the service requires access to the software, equipment and communication service required to use the Services. These are shown on Sqillz’s website or notified by Sqillz upon request.
Users shall not transmit viruses, worms or malicious code of any kind to the Services or by using the Services. The Services may not be used for any illegal or unauthorized purpose. Users shall not violate any law in the relevant jurisdiction(s), including but not limited to copyright law, or transmit offensive, threatening, abusive, defamatory or otherwise objectionable data to the Services.
5. Start-up of the services
Sqillz shall provide the Customer with the services from the Start Day, which is done by Sqillz providing the Customer with login details and/or any other instructions. The Start Day begins when Sqillz has made the required login information and other instructions for accessing the Services available to the Customer without requiring any special approval from the Customer. Additional services may be made available at a separate time. This does not affect the Start Day.
6. Data processing and privacy
6.1 Processing of personal data
For Sqillz, our Customers’ trust is our greatest asset. The trust is based on respect and protection for the Customers’ personal integrity. We maintain this protection by treating the information entrusted to us by our customers responsibly.
Upon entering into the agreement, the customer agrees to Sqillz processing and storing personal, organizational and company data in accordance with this agreement. Sqillz has the right to process and store information that uniquely identifies a person, company or organization in order to be given the opportunity to carry out the agreed mission. Sqillz has the right to publish this information within systems/tools/cloud services of subcontractors used within its own organization.
The Customer has the right to information about the data that Sqillz stores regarding users and how this data is processed. The Customer also has the right to request correction or deletion of this information. The request is sent in writing, signed lor via a verified e-mail address to Sqillz, after which Sqillz must delete all of the Customer’s personal data, provided that the information does not require that it had to be saved for legal reasons.
Sqillz aims to keep services in such condition that information is not destroyed by mistake or by malicious processes. This means that information can remain in the backup system for 7 days. The account holder has the opportunity to submit a complaint regarding Sqillz’s personal data manager to the supervisory authority (Datainspektionen) regarding data stored at Sqillz.
Sqillz commits to:
- Only use information for internal use to fulfill the agreement entered into and legal requirements.
- Do not transfer information to a third party if it is not required to complete the assignment.
- Only process data in accordance with instructions from the customer’s personal data controller.
- Take security measures required by Sqillz by law
The Customer is responsible for personal data regarding all data entered into the service delivered by Sqillz. The Customer’s personal data controller is responsible for ensuring that information in text fields is used in a way that does not infringe on the data subject’s privacy or otherwise contravene current laws. Sqillz is a personal data processor and does not have the right to process data without the approval of the Customer (personal data controller).
Sqillz, however, has the right as main agent to enter into agreements with sub-agents, provided that they follow the rules according to this agreement. Personnel at Sqillz with authorization for personal data have undertaken to observe confidentiality when the processing of such data is required to carry out the assignment.
6.2 Customer’s data
The Customer holds all rights to the Customer’s data and Sqillz does not obtain any rights, beyond what appears in the EULA, to the Customer’s data or part thereof. Sqillz has the right to use the Customer’s data during the contract period to deliver the Services to the Customer.
6.3 Collection of Information
Sqillz may collect information from the use of the Services through automated data collection tools. Sqillz collects and uses such information in order to ensure, maintain and improve products and services as well as for statistics and analyzes of various kinds.
6.4 Collection and presentation of identification data
The Customer hereby expressly agrees that Sqillz may collect, display and transfer the Customer’s identification data and profile information to the Sqillz database and share the information with others. If the Customer does not wish to be registered in Sqillz’s database, the Customer must contact Sqillz.
6.5 Information security
Except as otherwise provided in these EULA, Sqillz will not sell, rent, lease or otherwise make Collected Data available to third parties, except in the following situations; (i) to comply with law, regulation or regulation, or to respond to a lawful request by authorities or police, such as a court order, warrant or injunction; (ii) to investigate or prevent security threats or fraud; (iii) in the event of reorganization, merger, sale or purchase of all or part of Sqillz, when personal information may be disclosed as part of the reorganization or merger or to actual and future purchasers. In all such cases, Sqillz will ensure that such parties comply with the terms and conditions set forth herein, and notify that information has been disclosed.
6.6 Objectionable content and abusive user
The Customer is fully responsible for all information published in the Services and is fully aware that Sqillz has no tolerance for objectionable content or abusive users. The Customer must act on objectionable content reports within 24 hours by removing the content and ejecting the User who provided the offending content
7. Pricing and invoicing
Unless otherwise stated in the Agreement, fees and billing periods for the Services follow the prices made available by Sqillz at any given time.
Subscription fees are normally charged quaterly in advance, unless otherwise stated. The subscription fee entitles the Customer to add a maximum number of Users. If the maximum number of Users is exceeded extra charges may apply. Sqillz reserves the right to change the price of the Services for future periods.
Payment terms are normally 30 days. Fees, such as invoice fees, are charged according to the conditions applied at any time by Sqillz. VAT is added to the stated prices.
Default interest is the reference interest rate set by the Riksbank plus 8 percentage points.
8. Contract period and termination
The subscription is valid from the Start Day. If nothing else is stated in the Agreement, the Agreement is valid for twelve (12) months, after which the period is automatically extended by twelve (12) months at a time unless either party terminates the Agreement in writing no later than sixty (60) days before the end of the respective agreement period.
The Customer can increase the number of users at any time. The contract period according to above also covers the new users. Compensation is based on the Start Day and extra charges may apply if the maximum number of Users are exceeded.
Termination of this Agreement, either in its entirety or by certain parts or a certain number of Users, must take place in writing and apply from the day the other party receives the termination. Any fees paid in advance are not refunded. As a customer, you are responsible for saving the electronic receipt for the terminated agreement, which is always sent to the customer via e-mail.
Upon termination of the subscription, the Customer’s access to the Services will be blocked after the last active day of the subscription.
The customer can reduce the number of users only after the initial contract period has expired. If it is desired that the subscription should include fewer users than those subscribed by the customer in total, such reduction must be notified in writing no later than 60 days before the next contract period. The number of possible logged-in users will then be adjusted to the new desired number of users.
In cases where the Customer wishes to export the Customer’s data, this must take place before the last active subscription day. If the Customer wants help from Sqillz in getting the Data exported, this will be done for a consulting fee according to the current price list. After the last active subscription day, the Customer’s Data in the service will be deleted and it is up to the Customer to save the information in another way.
Terminated subscription agreement can be re-signed. A re-signed agreement automatically means a new commitment period of 12 months.
9. Early Termination
Sqillz can terminate this Agreement with immediate effect if the Customer is in arrears with payment of fees, is insolvent, is declared bankrupt or for other reasons cannot fulfill its payment obligations or if the Customer breaches this agreement. Sqillz then has the right to shut down the Services completely with immediate effect.
10. Security
Sqillz is committed to providing secure and reliable services and strives to provide adequate administrative, physical and technical security measures at all times.
11. Support
Sqillz is constantly developing its products so that Customers have access to the best possible software. The subscription ensures that the Customer has access to the latest versions of the software and also the right to help with updating for a fee according to the current consulting fee or according to the agreement.
The agreement gives the right to product support. Unless otherwise agreed, Sqillz provides product support via the Internet, e-mail and telephone, excluding weekends, Monday to Friday 09:00 – 17:00. Support questions via e-mail are normally answered no later than the next working day. Support questions received by phone are prioritized according to arrival time.
Support refers to help with handling problems with standard Services from the Sqillz product.
Sqillz has no obligations to correct errors in hardware, networks, operating systems or other software provided by third parties. Support does not include, among others, iOS, Android, Windows, MS Office, browsers, printers or e-mail software, etc.
All efforts on Sqillz’s part should be in reasonable proportion to the subscription fee.
12. Intellectual Property Rights
Sqillz – or its licensors – is the sole owner of all intellectual property rights (IPR) relating to the Services. IPR includes but is not limited to copyrights, patents, trademarks, firms, designs and product designs, source code, databases, business plans and know-how, whether registered or not. All documentation, including manuals, user guides, or other written, electronic or non-electronic, descriptions of how the Services are set up and used (Documentation) are considered part of the Services and are subject to the same restrictions. All copyrights, trademarks, registered trademarks, product names, companies or logos specified in the Services or in connection with the Services are the property of their respective owners.
Sqillz makes no claim to intellectual property rights, or ownership of any kind, to Data owned by the Customer that is transferred to the Services.
If Sqillz provides products under license from a supplier other than Sqillz, the other supplier’s license terms apply before these EULA.
The Service may be integrated with applications, websites and services from third parties (“Third Party Applications”), in order to make content, products and/or services available to the User. These Third Party Applications may have their own terms of use and privacy policies and the use of these Third Party Applications is governed by and subject to such terms and privacy policies. Sqillz does not endorse and is not responsible for the conduct, features or content of any Third Party Application or for any transaction that the User may enter into with the provider of such Third Party Application.
If the Customer infringes Sqillz or a third party’s IPR, or uses the Services in a manner that violates the EULA, the Customer shall pay an amount corresponding to the greater of the equivalent of the Subscription Fees for five years in respect of the existing licenses or the actual damage. Customer acknowledges that Sqillz may suffer irreparable harm from infringement or damage to IPR, and that Sqillz or its licensors shall be entitled to use all reasonable measures to protect its commercial interests, and its property, including all measures possible under law. The same shall apply if the Customer has, or has attempted to obtain, information or data to which the Customer is not entitled according to the EULA.
13. Compensation
Sqillz shall defend the Customer against claims or processes where a third party has made claims according to which the Customer’s use of the Services according to the EULA is in conflict with, or infringes on, a third party’s patent, copyright or other intellectual property right. The customer must immediately notify Sqillz of such a claim. Sqillz shall, to the extent that Sqillz is liable, indemnify the Customer for all costs, fees, damages, expenses or loss suffered by the Customer pursuant to a court-confirmed settlement or judgment, including legal fees, provided that the Customer cooperates with Sqillz at Sqillz’s expense and that Sqillz obtains full control over the legal process and/or settlement, and that the settlement releases the Customer from all liability. Sqillz may, in its sole discretion (i) modify the Services so that they no longer conflict; (ii) replace the Services with functionality equivalent to the Services, (iii) obtain a license for the Customer’s continued use of the Services or (iv) terminate the Customer’s Account for the Services against a refund of any subscription fee paid in advance for License Periods that exceed the date of termination . The customer is not entitled to assert any other claims due to infringement of third party rights.
What is stated above shall not apply if the Services have been used in violation of the EULA or if claims arise due to modification, integration or customer adaptation of the Services that were not performed by Sqillz.
The Customer shall defend Sqillz against claims or processes where a third party has made a claim based on the Customer’s Data, or use of the Services being in violation of the EULA, is in violation of or infringes the third party’s patent, copyright or other intellectual property right, or is in conflict with applicable legislation. Sqillz shall immediately notify the Customer of all such claims. Customer shall indemnify Sqillz for all costs, fees, damages, expenses or losses suffered by Sqillz pursuant to a court-enforced settlement or judgment, including legal fees, provided that Sqillz cooperates with Customer at Customer’s expense, and gives Customer full control of the legal process and /or the settlement, and that the settlement releases Sqillz from all liability.
14. Privacy
Each party undertakes not to disclose to third parties, without the other party’s written consent, such information about the other party’s activities that may be considered business or professional secrets or that are subject to confidentiality obligations by law (“Confidential Information”).
The parties are responsible for their respective employees’ and consultants’ observance of the provisions specified herein and shall, through confidentiality obligations with these or other appropriate measures, ensure that the confidentiality of the Agreement is observed.
The party’s confidentiality obligation according to the Agreement applies during the term of the agreement and also for a period of five (5) years after the agreement has ceased to apply.
15. Warranty and limitation of warranty
Sqillz warrants that the Services will function substantially as described. The Customer and Sqillz agree that the Services and the delivery thereof are not completely error-free and that improvements to the Services are an ongoing process. The Customer acknowledges that the Services are delivered as is and are used at the Customer’s own risk.
Sqillz does not guarantee that the Services will meet the Customer’s requirements, that they will function correctly with the Customer’s choice of equipment, system or settings, nor that it will be uninterrupted or error-free. The customer is responsible for ensuring that third-party programs such as browsers, pdf readers, toolbars, antivirus programs and firewalls are correctly installed and allow traffic to websites referred by Sqillz. Furthermore, it should be noted that use of the Internet to use the Services is neither installed, maintained nor established by Sqillz, and that Sqillz has no control over the Internet. Sqillz is not responsible for interruptions or disruptions in the operation of any part of the Internet, nor is it responsible for any regulation of the Internet. Sqillz shall take all reasonable measures deemed appropriate to remedy and avoid such events, however, Sqillz does not guarantee that interruptions will not occur. Sqillz is not responsible for the performance of Internet services or how Internet providers perform their services.
If the Services do not function in accordance with the limited warranty stated above, Sqillz shall correct any identified errors or deficiencies in the Services at its own expense. Sqillz fixes reported errors in the Services that seriously affect the functionality of the Services as soon as possible. However, Sqillz reserves the right to decide when and how an error should be corrected and when and how an action should be performed. Sqillz fixes errors that do not seriously affect the Customer’s use of the Services and/or the functioning of the Services, at the earliest with the next official version of the Services.
The Services are provided as is, and neither Sqillz nor any of its licensors makes any warranty, express or implied, of fitness for a particular purpose or capability for system integration. No claims other than those specifically set out in the EULA have been made with respect to the Services, and the Customer shall not rely on any statements not expressly set out in the EULA.
Links to web pages not owned or controlled by Sqillz that appear in the Services or accompanying web pages or Documentation are provided as a convenience only. Sqillz is not responsible for such web pages.
If any part involved in the delivery of the Services is found to be invalid, in whole or in part, this shall not affect the validity of the other provisions. In such cases, the provision in question shall be replaced by a provision which, as far as possible, achieves the purposes of the original provision.
16. Limitation of Liability
Sqillz is in no case responsible for the content of or ownership of the Data.
Sqillz is in no case responsible for any instructions for Data Processing or other actions performed by the Customer’s User.
If Sqillz is held liable for the payment of compensation to the Customer as a result of a breach of any obligation arising from the EULA, such compensation shall in no event include compensation for indirect loss or consequential damage, or damages of any kind resulting from, or is a result of such breach of contract, including but not limited to any loss of Data, loss of production, loss of revenue or profit, or third party claims or governmental decisions, even if Customer has been advised of the risk of such damages. Sqillz’s liability according to the EULA is limited to direct damage, except where otherwise required by mandatory law, such as in the case of damage caused by gross negligence or intent. All refunds and compensation for direct damage as well as direct losses and costs during each 12-month period shall never exceed an amount equivalent to 12 months’ Subscription Fees for the Services during the same period. Nor can such reimbursement or compensation exceed a price base amount according to ch. 2. § 6 of the Socialförsäkringsbalken.
Neither Sqillz nor the Customer shall be liable for any delay or interruption in their commitments caused by, or resulting from, a force majeure event, such as an earthquake, riot, labor dispute and other events that are similarly beyond the control of Sqillz or the Customer.
In the event that legislation, regulations or regulations relating to the Services or their delivery are changed, or new legislation, regulations or regulations become effective after the Service has been made available on the market, which prevents Sqillz from fulfilling instructions from the Customer or Sqillz’s obligations under the EULA, and/ or which requires the Service to be shut down, in whole or in part, for a certain time or for an indefinite period, it shall be considered to constitute a force majeure event. Sqillz is in no case responsible for such force majeure event. In such cases, the customer will be reimbursed for the subscription fee paid in advance for the Service that is affected from the month following the suspension of the Service due to the force majeure event. In addition to this, the Customer does not have the right to make further demands on Sqillz.
Although Sqillz will exercise reasonable care for secure transmissions of information between Customer and the Services, Customer acknowledges that the Internet is an open system and that Sqillz cannot guarantee, and does not warrant, that third parties cannot obtain or alter Data or the Transfer. Sqillz has no responsibility for any such accidental misuse, disclosure or loss of Data.
Regardless of what is stated in point 16 above, the limitation of liability for compensation according to point 13 does not apply.
17. Contracting parties and applicable law
The rights and obligations of the parties shall be fully governed by Swedish law. Disputes regarding interpretation of the EULA or use of the Services, the parties shall try to resolve through amicable settlement. If the dispute cannot be resolved in this way, the dispute shall be resolved by arbitration administered by the Stockholm Chamber of Commerce’s Arbitration Institute (Institute). If the value of the dispute does not exceed SEK 100,000, the Institute’s Rules for Simplified Arbitration shall be applied. If the value of the object of dispute exceeds SEK 100,000, the Arbitration Rules of the Stockholm Chamber of Commerce’s Arbitration Institute shall be applied. If the value of the object of dispute amounts to an amount between SEK 100,000 and SEK 1,000,000, the arbitration panel shall consist of one arbitrator. If the value of the object of dispute exceeds SEK 1,000,000, the arbitration board shall consist of three arbitrators.
18. Definitions
User: A natural person, typically employed by the Customer, who is given the right by the Customer to use the Service for the Customer’s own internal business purposes.
User account: Common term that refers to the Customer’s Users, Data and other information relating to the Customer’s use of and access to the Service.
Data: All data transmitted by the Customer to or from the Service when the Customer uses the Service for the purpose of being processed by the Service
Data Processing: Any action or series of actions or other use of Data by Sqillz in accordance with the Customer’s instructions or otherwise for the purpose of delivering the Service to the Customer.
Customer: The legal or natural person specified on the invoice from Sqillz and who enters into an agreement with Sqillz based on EULA.
Start day: The day when delivery of the Service begins in accordance with what is stated in the Agreement by Sqillz providing login details or other instructions for the Customer to be able to take part in the Service.
