1. Introduction
These terms and conditions apply between Tredco AS (hereafter “Tredco”) and the customer (hereafter “the Customer”) purchasing a subscription (hereafter “the Subscription”) to the software (hereafter “the Software”), governing the parties’ rights and obligations regarding access to and use of the software and associated services. The purchase of other products or services from Tredco, such as consultancy services like implementation, conversion/transfer of Customer content, configuration, interface/integration development, calculation assistance, etc., and other user support and training are not covered by these subscription terms. Tredco reserves the right to make minor and commercially reasonable changes to these terms with at least 30 days notice. Other changes can only occur for new subscriptions, agreed changes in the Subscription, and/or new contract periods before the Customer’s termination deadline. The latest version of these terms is always available at Tredco.no.
2. Notices, etc.
Notices regarding the Subscription are sent to the Customer’s provided contact person via email. Messages from the Customer to Tredco concerning the Subscription should be sent as email to post@tredco.no.
3. The Software
The Customer does not purchase a physical copy of the Software but pays for a subscription to the Software made available online.
The Customer receives a limited, terminable, non-exclusive, and non-transferable right to use the Software in accordance with the Subscription terms and user manual. The Software should only be used for the Customer’s internal business purposes against payment for the Subscription. The subscription thus covers both access to the Software and storage of the Customer’s data created in the Software in Tredco’s online database, i.e., cloud service. The usage scope is limited to the Subscription, the number of individual users, and possibly the storage capacity agreed upon with Tredco. The Customer shall not under any circumstance allow any third party to use the Software, including entities where the Customer owns less than 50%. The Customer has no right to transfer all or parts of the Software or Subscription to another entity (whether by mergers, demergers, bankruptcy, changes in ownership or control, or to companies in the same group/affiliated companies or otherwise) without Tredco’s prior written permission.
The Software is offered “as is” as a standardized service. The right is not dependent on or tied to any particular version or functionality. Tredco reserves the right to make improvements, add, change, or remove functionality, or correct any errors or omissions in the Software at its discretion. If such a modification unexpectedly disables or removes functionality constituting a significant part of the Software permanently or for a period longer than two months, the Customer has the right to terminate the Subscription and receive a proportional refund for the advance payment made for the Subscription.
The Customer is solely responsible for all use of the Software, including actions by Users and administration of Users, and third-party access or integrations and Integrated Applications. The Customer is solely responsible for the content and legality of the Customer data and shall not transfer or process malicious code, data, or similar (e.g., viruses) in or with the Software, or use the Software for illegal, malicious, or harmful purposes.
4. Property Rights and Intellectual Property Rights
The Customer retains all rights related to their data transferred and stored as part of the Software and can retrieve the data or a copy thereof in accordance with the Software’s user guide at any time during the subscription period. See also point 9 regarding access to the Customer’s data upon termination.
Tredco or its licensors or subcontractors are the holder(s) of all intellectual property rights in the Software. This includes copyright, patents, trademarks, brand names, trade names, design and product design, source code, databases, business plans, and know-how. All documentation, including technical documentation, manuals, user guides, and FAQs, are subject to the same restrictions. The Customer has no right to circumvent technical limitations in the Software that allow for other uses or users of the Software.
Where software or services from a subcontractor or third party are provided as part of or in connection with the Subscription, they are subject to these terms. Additionally, separate or additional terms or restrictions may apply, cf. point 13. The Customer accepts that Tredco can mention the Customer as a user of the Software for marketing purposes.
5. Availability
In principle, the Software should be available to all users around the clock, except for necessary downtimes due to error correction or maintenance. Planned maintenance should be notified to the Customer.
Availability assumes that the Customer has the necessary hardware, infrastructure with high-speed internet connection, and relevant browser.
6. Software Maintenance
Tredco will ensure technical and functional maintenance of the Software. The Customer shall report and document any errors or deficiencies without undue delay via www.tredco.no. Tredco will keep the Customer informed about corrections, changes, and revisions.
7. User Support and Training/Courses
Tredco offers system technical and functional user support and training/courses in using the Software. This is not included in the Subscription and is agreed upon separately.
8. Prices, Billing, and Customer Notice Period
Tredco is free for the time being, unless otherwise determined or additional packages become available. There is no commitment as long as the service remains free
New customers will have a trial period of 7 days. After the completion of 7 days, the subscription will be invoiced or paid through a third party monthly according to the at any time applicable price list or agreement, in advance with a 14-day due date. All prices are stated exclusive of VAT.
For monthly subscriptions, the binding period is 30 days from the payment date. For annual subscriptions, the subscription runs for 12 months from the agreed start date. The agreement is then automatically renewed for 12 months at a time unless Tredco receives written notice at least one month before the expiration of the preceding agreement period. The annual price for the subscription can be adjusted with one month’s notice for new subscriptions, changes in the subscription, and/or for new contract periods before the customer’s notice period.
9. Suspension
If the customer has not paid for the subscription within 30 days after the due date, Tredco can, with prior notice to the customer, suspend the customer’s access to the software until payment occurs. Tredco has the right to terminate the subscription with immediate effect if payment is not made within 14 days after such suspension. In the event of termination due to non-payment, the customer must pay a fee equivalent to 12 months of the subscription duration, regardless of when in the subscription period the termination occurs.
Tredco can, with prior notice to the customer, suspend the customer’s access to the software in case of suspicion of a significant breach of any of the customer’s obligations according to this agreement until the matter is resolved.
Tredco reserves the right to terminate this agreement and/or end the subscription or parts of the subscription with a 6-month notice.
Before termination, regardless of the reason, the customer has the right to export their data to a neutral standardized format before the termination occurs. Tredco will not have any further obligations to the customer for the storage or maintenance of the customer’s data.
10. Limited Warranty
Tredco guarantees that the software substantially functions in accordance with Tredco’s official product descriptions and user guides. The customer commits to ensuring that the software has the correct function in connection with testing and as soon as possible after the customer gains access to the software. Tredco does not offer any warranty, explicit or implied, except what is explicitly established in the subscription terms. This means that Tredco does not guarantee suitability for a particular purpose or possibilities for system integration, merchantability, ownership, or non-infringement of third-party rights. Also, refer to point 3.
If the software does not function in accordance with this limited warranty, Tredco shall correct verified errors or deficiencies in the software at its own expense. Tredco may choose to replace the software or the functionality instead of performing a correction. If Tredco does not fix the verified errors or deficiencies or replace the software within a reasonable time, the customer can terminate the subscription. In such a case, the customer is entitled to a proportional refund for the remaining part of the software’s subscription period from the month after Tredco has verified the error/deficiency. Apart from this, the customer cannot make other claims against Tredco.
Although Tredco will exercise due diligence to ensure the secure transfer and storage of data, the customer acknowledges that the use of cloud solutions and transmission via the internet constitutes a… (The text cuts off here, and it seems like there was more information to follow.)
11. Liability for Compensation
Tredco, and its third-party/subcontractors, are not responsible for any direct or indirect losses that the Customer or others might incur. This includes damages, errors, loss of data, operational interruptions, loss of profit, claims from third parties, and other economic and non-economic losses that might occur due to defects in the software, including missing/incorrect functions, calculations, information, and incorrect use or inability to use (uptime), claims of infringement of property rights or intellectual rights from third parties, as well as suspension, termination or otherwise. Tredco is in no way responsible for the content or ownership of the data. The limitation of liability applies regardless of the cause and includes negligence.
In the event that Tredco should be held liable for the Customer’s loss, Tredco’s liability is limited to direct loss, unless otherwise provided by mandatory law. Indirect losses are considered to include, but are not limited to, loss of data, production, revenue, profit, surplus, or claims from third parties. Tredco’s liability is in any case limited to the last 12 months’ paid fees for the Subscription.
If the Customer violates Tredco’s or a third party’s property rights or intellectual rights, the Customer must pay a minimum amount equivalent to the price of five years’ subscription. Beyond this, Tredco has the right to claim compensation for its documented loss.
Neither Tredco nor the Customer shall be responsible for any delays or errors in performance due to or in connection with force majeure, understood as fire, terror, earthquake, riots, labor conflicts, and other events that are similarly beyond the control of Tredco or the Customer.
If laws or other public regulations are introduced, or public decisions are made, after Tredco and the Customer have entered into an agreement on the delivery of the Software, and this prevents Tredco from fulfilling the Subscription terms, and/or this requires a complete or partial cessation of the Subscription for a limited period or indefinitely, this should be considered as force majeure.
12. Data Privacy and Security
The software will involve processing, including storage, of the Customer’s data. These data may contain personal information, where the Customer will be the data controller and Tredco the data processor. It is the Customer’s responsibility to ensure that there is a legal basis for processing the personal data. Tredco’s processing of the Customer’s personal data is governed by the Personal Data Act and this clause, which also meets the requirements of a data processing agreement.
Data Categories/ Type of Data
The categories of personal data that Tredco will process depends on the information that the Customer chooses to transfer and store using the Software. Tredco assumes that Tredco will have access to the following types of data, which can be covered by the Personal Data Act:
- Contact information such as name, email address, address, and phone number
- Billing and transaction information
- Username, password, and user settings
- Usage patterns, program behavior, and error situations
Tredco may also obtain information from public or commercially available sources and combine this with information that Tredco collects.
It is the Customer’s responsibility not to use the Software for sensitive personal data.
Obligations
Tredco shall only process the Customer’s personal data on behalf of the Customer, and only for the purpose and to the extent necessary to fulfill its contractual obligations according to these Subscription Terms and any agreement on user support and training/courses, and in compliance with applicable laws and regulations. In addition, Tredco can use the information to improve the Software and its websites, as well as to send the customer information and marketing material about services and products.
Tredco does not have the right to disclose personal data to others, except its subcontractors (cf. clause 13), and when this follows from applicable laws or regulations, legally binding orders from authorities or by judgment, decision, etc. In addition, Tredco can disclose information to others for the purpose of investigating or preventing security threats or fraud. In the event of reorganization, merger, sale, or purchase of Tredco, personal data may be disclosed as part of the process to actual or potential buyers. Tredco will in all such cases ensure that any such parties assume corresponding obligations as stated here.
Tredco has a duty of confidentiality about documentation and personal data that it has access to according to this agreement. This provision also applies after the termination of the agreement.
Security
Tredco shall meet the requirements for security measures set out in the Personal Data Act and the Personal Data Regulation, including specifically the sections 13-15 of the Personal Data Act and its regulations. Tredco shall document routines and other measures to meet these requirements.
Tredco is obliged to give the Customer access to its security documentation and to assist, so that the Customer can fulfill its own responsibility under the law and regulations. The Customer has, unless otherwise agreed or follows from the law, the right to access and insight into the personal data that is processed and the systems used for this purpose. Tredco is obliged to provide necessary assistance for this.
Incident reporting according to the Personal Data Regulation section 2-6 shall occur by Tredco reporting the incident to the Customer. The Customer is responsible for sending the incident report to the Data Protection Authority. Tredco and its subcontractors shall store and process all personal data in Norway or the EU.
Termination
Upon termination of this agreement, Tredco has the right to delete or properly destroy the Customer’s personal data within a reasonable time after the termination of the agreement. This also applies to any backups.
13. Third-Party/Subcontractors
Tredco uses third-party/subcontractor services for the delivery of cloud services, such as transfer and storage of data. The software is provided with the limitations and restrictions, including provisions on data protection, security, and availability, which follow from the third-party/subcontractor’s terms.
14. Choice of Law and Jurisdiction
The rights and obligations of the parties shall be fully governed by Norwegian law. In the event of a dispute arising in connection with the interpretation of the Subscription Terms or the use of the Software, the parties shall try to resolve the dispute through negotiations. If the dispute is not resolved in this way, it should be referred to the ordinary courts with Tredco’s business address as the legal venue.