Last updated: September 09, 2024
These terms of use apply between the following parties:
Supplier: Catacloud Services AS, organization number 931 102 095 (hereinafter referred to as “Supplier” or “Catacloud Services”).
User/customer: the one who has registered as a user of the system (hereinafter referred to as “the Customer”).
Supplier and Customer are hereinafter referred to as “the Parties” jointly, or “Party” individually.
““The Agreement” means (i) the documentation the Customer approves upon registration, (ii) these terms of use, (iii) the service level agreement, (iv) applicable technical requirements for the system, (v) the data processing agreement, (vi) acceptable use policies, (vii) security policies, (viii) proprietary license terms, and (ix) Catacloud’s ethical guidelines.”
The agreement documents (i) – (ix) mentioned above each constitute an integral part of the Agreement.
The Parties are obliged to comply with the Code of Conduct and Supplier Code of Conduct in force at any time. The Code of Conduct and Supplier Code of Conduct may, during the agreement period, be replaced by similar documents and agreements related to good business practice.
In case of conflict between the various agreement documents, the following principles of priority and precedence shall apply:
“The Solution” means the system available at any time at app.catacloud.com and used by the Customer.
The Customer is deemed to have accepted – and entered into – the Agreement in the following, non-exhaustive, cases:
The agreement period will be from the date of establishment until terminated.
To avoid automatic renewal for a corresponding new agreement period, the Customer must send written notice of termination by email to: post@catcloud.no, no later than thirty (30) days before the expiry date of the first agreement period (or the relevant renewal period); otherwise, a renewal period will automatically apply.
In all cases, the Customer is not entitled to a refund of any part of a pre-paid fee upon early termination. The Customer will continue to have access to the Solution for the duration of the current agreement period (or for the duration of the relevant renewal period).
Catacloud is a modern cloud-based accounting system.
The system is a SaaS solution, meaning its functionality is available on the internet.
Operation, development, and maintenance of the delivered Solution are carried out by the Supplier and/or its subcontractors in accordance with this Agreement.
The Supplier offers all its Customers the opportunity to integrate the Solution with other third-party systems directly from Catacloud’s own integration portal. Catacloud’s Integration Portal provides access to various existing integration modules developed by Catacloud AS for specific third-party products.
The Solution will at all times be updated in accordance with Norwegian accounting law, personal data law / GDPR, and other applicable law.
The Supplier reserves the right, at any time, to make changes to the Solution, or parts of the Solution, and to withdraw rights and access to the use of API.
The Supplier also reserves the right to amend this Agreement to ensure compliance with current regulatory changes and with third-party licenses on which the Solution depends.
The Supplier will endeavor to inform the Customer of any planned change that will have a non-insignificant/material impact on the Solution before implementation (ten (10) days in advance). Failure to do so shall not be considered a breach of contract.
The Customer understands that this Agreement may be assigned by the Supplier to another legal entity in connection with mergers, acquisitions, and business transfers.
The Supplier is responsible for ensuring that the Solution complies with relevant regulatory requirements in Norway and the EU.
The software is provided “as is” as standard software without any express or implied warranties of any kind, other than what is expressly regulated in this Agreement. The Supplier expressly disclaims the application of Section 17 of the Sale of Goods Act and any implied warranty of fitness for a particular purpose. The Customer is granted access to and may use web-based software as offered at any time; such software is not conditioned on a specific version or publications or materials.
The Supplier aims for the Solution to be available at all times. However, the Solution may be taken down or put out of operation for maintenance.
Ongoing operational status for the Solution can be found here: https://status.catacloud.com/
Support and error correction will be performed in accordance with this Agreement and the Service Level Agreement.
The Supplier gives no guarantee that the Solution will always be free of errors or interruptions.
For the Supplier to be able to provide support and repair errors, the Customer must notify the Supplier within a reasonable time from when an error or defect is discovered. Notwithstanding the foregoing, in the event an error is caused by third-party deliveries, the Supplier will only be obliged to report the error to the relevant third party, and suggest (when possible), an alternative solution to the Customer. The Customer shall bear the costs of implementing any alternative solution.
The Customer is responsible for:
The Customer shall use the contact point support@catacloud.no for reporting errors and/or deficiencies, as well as for submitting requests for further development of the Solution. Reporting of errors and/or deficiencies shall include a detailed description of the problem. The Supplier is under no circumstances responsible for delayed service delivery related to errors where the Customer does not provide detailed information.
The Data Processing Agreement associated with this Agreement regulates the relationship between the Supplier (data processor) and the Customer (data controller) in connection with activities and actions involving the processing of personal data.
The Customer permits the Supplier to use non-personal data, such as, but not limited to, aggregated and/or anonymized statistical data regarding the Customer’s use and the Customer’s end-users’ use of the Solution, without time limitation. This is provided that the Supplier ensures that such data set cannot be used for the purpose of re-identifying an individual, either directly or indirectly.
Unless specifically stated in this Agreement, including the proprietary license, this Agreement will not transfer or license intellectual property rights from the Customer to the Supplier or from the Supplier to the Customer. This applies to technology or software, including, but not limited to, design, computer programs, descriptions, source codes, user interfaces, modifications, and trade secrets derived from the Solution, including the part of the Solution that was developed before the date of this Agreement and future development of the Solution.
The Customer owns (its own) registered data, and data that clearly belongs to the Customer through association.
All rights, title, and interest in and to the Supplier’s software, including integrations to third-party systems and in any third-party software, remain exclusively with the Supplier and/or the relevant third party.
If the Supplier develops or adapts applications, tools, procedures, reports, designs, or other deliveries or software, all copyrights and other intellectual property rights to the Solution shall remain with the Supplier.
All general knowledge and “know-how” developed by the Supplier during the performance of its obligations under the Agreement shall remain with the Supplier.
Subject to the limitations of liability in this Agreement, the Parties agree to indemnify each other and their respective employees and representatives from and against all losses, liabilities, deficiencies, costs, damages, and expenses claimed by a third party, arising directly or indirectly from a Party’s intentional or grossly negligent act / or omission to act.
In the event a claim is made related to the Supplier’s alleged infringement of a third party’s intellectual property rights, the Supplier shall be responsible for replacing the affected part of the Solution to ensure continued delivery of the Solution in accordance with the Agreement.
The Customer shall indemnify the Supplier, its shareholders, employees, agents, and affiliates for any claims and expenses related to the Customer’s infringement of third-party intellectual property rights.
The Supplier shall not be held liable for any damages unless such damages can be exclusively attributed to the Solution’s malfunction.
The Customer may only use the Solution in accordance with this Agreement, including in accordance with the Supplier’s acceptable use policy. In the event the Customer does not act in accordance with this Agreement, including the Supplier’s acceptable use policy, the Supplier reserves the right to suspend the Customer’s access to the Solution. In such cases, the Supplier will give the Customer notice before suspension, if possible. A breach of this Agreement, including the Supplier’s acceptable use policy, may be considered a material breach of the Agreement and form the basis for the Supplier to terminate the Agreement in accordance with this Agreement.
This clause also applies in all cases to the Customer’s end-users.
The Supplier is not responsible for the Customer’s own applications, including the Customer’s own code, and any third-party code or applications used by the Customer.
The Customer acknowledges that the Supplier is not liable for any indirect, special, incidental, or consequential damages, whether under contract or negligence (including, but not limited to, damages resulting from business interruption, loss of business, loss of profit, and loss of data) related to or arising from this Agreement, to the extent permitted by law. This provision does not apply to infringement of one party’s intellectual property rights by the other party.
The Customer agrees that this Agreement contains the Customer’s exhaustive and exclusive remedies for interruptions, deficiencies, partial unavailability, and complete unavailability of the Solution (see section 13.3).
Neither Party shall be held liable for failure of performance in cases where breach of contract arises from circumstances beyond the reasonable control of the Parties (such as, but not limited to, fire, explosion, power outage, natural disasters, war, acts of terrorism, pandemic, and similar). However, this does not apply to the Customer’s payment obligation for access to and use of the Solution.
Circumstances affecting the internet or cloud infrastructure, or the provider of cloud infrastructure, will be considered to constitute a force majeure event for the Supplier. Furthermore, if significant changes occur in applicable legislation, applicable regulations, or interpretations thereof by competent courts, or in material circumstances, resulting in the impossibility of performing the Supplier’s obligations or establishing an unforeseen significant delay in the Supplier’s deliveries and/or unforeseen price increases, the resulting delay or non-performance shall be considered a force majeure event, and the Supplier shall be entitled to negotiate in good faith the provisions affected by such a significant change.
If one of the Parties cannot fulfill its obligations under this Agreement, this Party must notify the other Party in writing without undue delay. The notice must contain a justification for why the Party is unable to fulfill its obligations, and furthermore, as far as possible, when the non-fulfillment can be remedied. The same will apply if it can be assumed that further delays will occur after the first notice has been given.
The following circumstances are considered a material breach by the Customer, which gives the Supplier the right to terminate the Agreement with immediate effect:
The Customer is not entitled to compensation for interruption of the delivery of the Solution or termination of the Agreement due to the Customer’s payment default or other material breaches by the Customer.
The Customer’s liability for damages caused by the Customer will be calculated based on the financial loss suffered by the Supplier as a result of a damage.
The following circumstances are considered a material breach by the Supplier, which gives the Customer the right to terminate the Agreement with immediate effect:
The Supplier’s potential liability for damages to the Customer, for any claim arising under or in connection with this Agreement, shall be limited to direct losses. The Supplier’s total liability to the Customer for direct losses will in no event exceed an amount equivalent to 50% of the total annual fee the Customer pays for the use and access to the Solution. The aforementioned liability limit shall include any price reductions or service credits granted to the Customer (if any). Under no circumstances will the Supplier’s total liability under this Agreement exceed the aforementioned amount.
The Customer shall fully indemnify the Supplier from third-party claims (including claims from the Customer’s employees, end-users, and other parties acting on behalf of the Customer) that exceed the limits in this Agreement.
The rights and obligations of the Parties under this Agreement shall be governed entirely by Norwegian law.
Should a dispute arise between the Parties regarding the interpretation or effects of this Agreement, the Parties shall seek to resolve it amicably through negotiations. If a dispute is not resolved through negotiations, it shall be subject to the jurisdiction of the Oslo District Court.
Unless otherwise defined herein, all capitalized terms defined in the “Agreement” (see the definition in section 1 of the Supplier’s (i.e., Catacloud Services) terms of use) shall have the same meaning herein as there, unless the context herein requires otherwise.
The Supplier shall use its best efforts to ensure that the Catacloud solution is available.
The Supplier’s opening hours are Monday – Friday from 08:00 to 16:00.
The Reseller and/or end customer can report errors via support@catacloud.no or through Catacloud support.
Words and expressions not otherwise defined in this document shall have the same meaning as in the “Agreement” (see the definition in section 1 of the Supplier’s (i.e., Catacloud Services) terms of use), unless the context requires otherwise.
These Acceptable Use Policies (“Policies”) describe rules for using the Catacloud accounting system offered by the Supplier and its affiliated companies (“the Services”). The examples described in the Policies are not exhaustive. The Supplier reserves the right to amend these Policies at any time to comply with the cloud service provider’s acceptable use policies.
Revised versions of these Policies will be made available on the Supplier’s website or, if applicable, upon request from the Reseller and the end customer. By using the Services, the Reseller and end customers accept the latest version of these Policies, at all times, including after the conclusion of the Agreement and during the term of the Agreement. If the Reseller and/or end customers, or any affiliated companies or a party to whom the Reseller and/or end customer grants access to the Service, violates the Policies, or authorizes or assists others to do so, the Supplier reserves the right to suspend or terminate the Reseller’s, end customer’s and/or other relevant parties’ access to the Service. The Reseller, end customers, and other relevant affiliated companies and parties are obliged to comply with these Policies when using the Supplier’s Services.
If you become aware of a violation of these Policies, you are obliged to notify the Supplier immediately and assist the Supplier in identifying and locating the violation, to stop or remedy the violation. Reports of any violations of these Policies should be sent to the email: post@catacloud.no
You may not use, encourage, promote, facilitate, or instruct others to use the Service for illegal, harmful, fraudulent, infringing, or offensive use, or to transmit, store, display, distribute, or otherwise make available content that is illegal, harmful, fraudulent, infringing, or offensive. Prohibited acts or content include, but are not limited to:
You may not use the Service to breach the security or integrity of any network, computer or communication system, software, or network or data processing unit. Prohibited activities include, but are not limited to:
You may not use the Service to create network connections to users, hosts, or networks unless you have permission to communicate with them. Prohibited activities include:
You will not distribute, publish, send, or facilitate the sending of unsolicited mass email or other messages, promotions, advertisements, or solicitations (such as “spam”), including commercial advertising and informational announcements. You will not alter or obscure email headers or assume a sender’s identity without the sender’s explicit permission. You will not collect responses to messages sent from another internet service provider if those messages violate these Policies or the acceptable use policies of that provider.
The user undertakes to use the demo functionality in a legitimate and responsible manner. Misuse of the offer, including, but not limited to, creating multiple accounts to circumvent the trial period, automated or unauthorized access, or use that contradicts the purpose of the service, may lead to immediate deactivation of the client without prior notice. The Supplier reserves the right to assess and determine what constitutes misuse.
The Supplier reserves the right, but is not obliged, to investigate violations of the Policies or misuse of the Service. The Supplier may:
The Supplier may report any activity that we suspect violates law or regulation to relevant authorities or other applicable third parties. The Supplier’s reporting may include user and customer information.
The Supplier may also cooperate with authorities or other applicable third parties to assist in the investigation and prosecution of illegal conduct by providing network and system information related to alleged violations of the Policies.
