DealBuilder – General Customer Terms

Effective date: 01.08.2023

1. About the agreement. The agreement consists of these general customer terms, the main agreement document and any other written statement accepted as terms. The agreement  regulates your use of the DealBuilder platform and any related services we may provide. Any future update or related services are subject to the agreement. The agreement is accepted by your signature, payment or taking DealBuilder into use (even if only for demonstration), whichever is sooner.
2. The service. The DealBuilder service is substantially as described in the documentation and on our webpages, as amended from time to time. The services must not be considered to contain legal advice, even if sample templates or recommendations should be provided. DealBuilder will never be a party to the agreement between you and your counterparties.
3. Intended use. DealBuilder is intended to be used for the purposes explained in the agreement, documentation and promotional materials. The service may not be available at all times, due to service, errors or force majeure events.
4. User rights. DealBuilder grants you a non-transferable, time-limited, non-exclusive, right to access and use DealBuilder for the purpose described in the main agreement, at the agreed prices (with any later adjustment). If you exceed your maximum agreed use level (e.g. maximum number of users or transactions) as specified in the main agreement, we will invoice you accordingly.
5. Legal use. Customer warrants that it will not use DealBuilder in a manner that infringes intellectual property rights or proprietary rights, publicity or privacy or other rights of third parties, or for any other illegal purposes. You must ensure that the service complies with local regulation and law for your use. We may at our sole discretion terminate an account without notice and/or terminate the agreement with a 30 days notice.
6. Account. You must register for a customer account (“account”) and provide data about yourself and your organization as prompted by the registration forms. Data submitted must be true, accurate and related to a natural person. You are liable for any misrepresentation of your account.
7. Content. You will likely upload files by use of or add text (collectively, “content”) to DealBuilder. You are alone responsible for the quality and legality of such content. DealBuilder reserves the right to remove or block any illegal content from DealBuilder. You will indemnify us against any claim from third-parties based on violation of such third parties’ intellectual property or other rights or other breach of this section.
8. Third party software. Third party closed and open-source software is included in the software making up the DealBuilder service. Such software is subject to its licenses. As you do not receive a copy of any software or do changes to it, this software will not affect your use of DealBuilder. We cannot in any way be held liable or accountable for any damage caused by such third party software.
9. Your responsibility. You must provide suitable computer systems, software, internet connection etc. that you need to use DealBuilder.
10. Data protection. DealBuilder is compliant with European Union data protection regulation, including the EU General Data Protection Regulation (GDPR). See our privacy policy and any applicable data processing agreement.
11. Force majeure. Neither DealBuilder nor you will be liable for failure or delay in performance on account of events beyond our control, which may include denial-of-service attacks, failure by third party hosting or utility provider, strikes, shortages, riots, fires, war, epidemic,  terrorism, governmental action and other force majeure events.
12. Power to agree. You warrant that you have validly entered into the agreement and are responsible for conduct of your people and their compliance with the agreement.
13. As is. DealBuilder and all related components are provided on a “as is” and “as available” basis without any warranties. DealBuilder expressly disclaims any and all warranties, express or implied, including implied warranties of merchantability, title, fitness for particular purpose and non-infringement.
14. Limitation of liability. DealBuilder’s total annual liability arising out of the agreement will not exceed the total amount paid by you in the three months preceding the event giving rise to any liability. DealBuilder will not be liable to you or any third party for any loss of data, profits, savings or revenues or for indirect, special, incidental or other consequential damages, or  damages subject to any SLA credits. This section is the only basis for our liability under the agreement.  
15. Indemnity. You agree to indemnify DealBuilder and its representatives from all claims, liabilities and costs resulting from: (a) your use of the service, (b) any unauthorized use of your account or password, (c) your content and (d) any breach of the agreement by you.
16. Confidentiality. DealBuilder and you shall keep all personal and business information received during the agreement confidential for the purposes of this agreement and after termination.
17. Payment. You will pay for the service by payment card or, if agreed, by invoice, for the maximum number of user seats accounts created. If not otherwise agreed, we will require payment in advance for 12 months-periods at a time. Due date for invoices is 14 days after you receive the invoice. Interest on late payment is 1% per month. If your payment is overdue, we may turn off access to DealBuilder upon 14 days written notice. If payment in full is not received within three months of shutdown, we may with additional written notice of 30 days delete your data and close your account(s). Prices may be adjusted without notice in accordance with the Norwegian consumer price index with effect 1 January each year, and with 30 days written notice for any other price adjustments.
18. Additional cost. Any performance not included in the price for the service will be charged for on a time and material basis. Such performances may include setup services, messaging services (e.g. SMSes), authentication services, integrations, agreement validity confirmation work and consultancy work.
19. Term. Your subscription is effective until you terminate. Subscriptions are renewed automatically for 12 months at a time if not terminated within 60 days of the expiry of the current term. The term is 12 months, if not otherwise agreed.  No refunds are paid.
20. Reference. You allow us to name you and display your trademark for the purpose of marketing of DealBuilder. We will comply with any reasonable trademark use policy you provide us with.
21. Updated terms. DealBuilder may from time-to-time issue new service terms. The new terms will become binding upon you if you within 45 days of being informed of the new terms do not object to the changes. If DealBuilder will not accommodate any objections you may have, you are entitled to terminate our agreement immediately. The new terms will apply until the termination is effective.  
22. Notices. All notices and other communications shall be in writing in English or Norwegian.
23. Choice of law. The agreement is  subject to the laws of Norway. The parties agree that any disputes that arise out of the agreement shall be settled by the Oslo City Court, as exclusive legal venue. The United Nations Convention on Contracts for the International Sale of Goods does not apply.