Terms of use

Terms & Conditions for professionals

Introduction

Kontolink is a B2B SaaS Service and App that helps professional accountants and bookkeepers to collect required documentation for their accounting. Furthermore to build their accounting based on real time bank transactions that ensures accurate and updated accounting records. 

1. Terms & conditions

1.1 This is a business to business service only and there is no intention to create a contract with any consumer. 

1.2 Kontolink has been granted authorization as a payment institution to provide account information services pursuant to the Danish Payments Act and is under supervision if the Danish DSA, Århusgade 110, DK-2100 Copenhagen, Denmark, phone number: + 45 33 55 82 82   

1.3 The Customer acknowledges and accepts that to the extent possible the Danish Payments Act including the rules on information and liability have been deviated from.

2. SUBSCRIPTION TERMS AND INVOICING

2.1    The subscription becomes effective upon entering a contract and continues to be in effect until terminated in accordance with these Terms and Conditions.

2.2    The subscription period runs monthly. First period being one month from the order date. Subsequent periods are also monthly. Customers are subject to specific terms set out in a separate subscription agreement. 

3. SCOPE AND USE OF SUBSCRIPTION

3.1 In accordance with these Terms and Conditions, the Customer is granted a non-exclusive limited right to use the Kontolink program and selected additional modules (collectively the “Application”) which are made available online as software as a service only for the purposes described by the Application. The Customer does not acquire the Application or any copy or part and is not granted a license to implement the Application in any way other than as a software as a service.

3.2 The Customer’s subscription package entitles the Customer to use the Application for the usage specified for each product. If the Customer needs further capacity or functionality, then upon use of any additional entries, users or modules by the Customer or upon any acceptance by Kontolink of any requested increase to number of licenses , users or modules, the subscription package (will be upgraded automatically and the Customer shall agree to pay the consequential increase in the subscription at the then current rates for such licenses, users and modules. 

3.3 Kontolink provides a list of subscription packages in the subscription agreement. Some functionalities, services and additional modules may be subject to separate terms and conditions, which must be accepted in addition to these Terms and Conditions before use. 

3.4 Only the Customer and its employees are entitled to use the Application, and the Application may not be used for or on behalf of any other parties or for data processing or the provision of services for other parties than the Customer. The Customer agrees to be fully responsible and liable for any third parties that are given access to the Application by the Customer or who use the Customer’s login details. 

3.5 Other than as set out in 3.4, the Customer is not entitled to assign the subscription or grant access to the Application, whether in full or in part, to any third party.

3.6 The Customer shall ensure that the Application is not used in any manner which reflects adversely upon the name, reputation and/or goodwill of Kontolink or in breach of any applicable law or regulation.

3.7. Fair usage policy
Fair usage policy is embedded to ensure that individual companies do not challenge our operational uptime and efficiency. From a commercial aspect Kontolink monitors the average number of bank transactions monthly. Kontolink will notify the customer about anomalies and general overage.
If there is a higher usage than the average agreed upon in the subscription agreement Kontolink will have the right to renegotiate the subscription agreement.
In extreme cases Kontolink reserves the right to suspend or close down individual companies that challenge the overall performance of our system.
In the case of minor overages, the customer has the right to pay pro-rata for the overage.
For minor overages a renegotiation will happen every 12 months.

4. PRICES AND TERMS OF PAYMENT

4.1 Pricing and terms for subscription packages have to be set out in a separate subscription agreement. 

4.2 If the subscription fee is not paid when due, reminder 1 will be sent 7 days after the invoice due date without a reminder fee. If the subscription fee remains unpaid, reminder 2 will be sent 10 days later and a reminder fee will be charged. If payment is not received within 7 days after reminder 2, access to Kontolink will be barred. Access to the service will be unblocked after receipt of payment, unless Kontolink has already canceled the subscription. 

4.3    The Customer accepts that invoices and reminders sent by email to the email address provided by the Customer shall be deemed delivered when sent by Kontolink.

Pricing and subscription packages may be changed at the end of each calendar quarter on one month’s notice. All prices exclude VAT which shall be applied at the prevailing rate.

5. TERMINATION

5.1 By using the Application, the Customer may terminate the subscription according to the terms set out in the subscription agreement. 

5.2 Kontolink is entitled to terminate the subscription at the end of any calendar quarter by giving more than 3 month’s notice or immediately on written notice if the Customer commits a material breach of these Terms and Conditions or becomes insolvent or has a receiver or administrator appointed over its assets.

6. CUSTOMER DATA

6.1 As between the parties, the Customer shall own any and all data it provides to Kontolink or the Application. The Application permits the Customer to export records and data held by the Application and the Customer agrees to export any and all data prior to termination of the subscription. Where the subscription expires or is terminated by the Customer, Kontolink shall use reasonable commercial endeavors to permit the Customer to use the export function in the period of 10 days after such termination. 

6.2 Kontolink reserves the right to delete Customer data 90 days after termination of the subscription regardless of the reason for termination, and Kontolink is not obligated to store any Customer data after such time.

6.3 Kontolink shall be entitled to store Customer data after termination in anonymised form for statistical and analytical purposes only. 

6.4 Kontolink may disclose Customer data to third parties and public authorities where such disclosure in Kontolink’s opinion is justifiable and reasonable, e.g. to avoid a loss of value, including in connection with judgments, public authority orders, the Customer’s bankruptcy, death or the like.

7. OPERATIONAL STABILITY AND CHANGE

7.1    Kontolink strives towards the highest possible operational stability on this service, but shall not be responsible or liable for any breakdowns or service interruptions, including interruptions caused by factors beyond Kontolinks’s control, such as power failures, defective equipment, Internet connections, telecoms connections or the like.

7.2    The Application and the service is provided “as is” and Kontolink expressly disclaims any further representations, warranties, conditions or other terms, express or implied, by statute, collaterally or otherwise, including but not limited to implied warranties, conditions or other terms of satisfactory quality, fitness for a particular purpose or reasonable care and skill.

7.3    In the event of an interruption of service Kontolink will use reasonable commercial endeavors to restore normal operations as soon as possible.

8. INTELLECTUAL PROPERTY RIGHTS

8.1 The Application and any information provided by it, other than the Customer’s data, is protected by copyright and other intellectual property rights and is owned by or licensed to Kontolink. Any development or adaptations made to such intellectual property by Customer shall vest in Kontolink. The Customer shall notify Kontolink of any actual or suspected infringement of Kontolink’s intellectual property rights and any unauthorized use of the Application that the Customer is aware of.

8.2 No intellectual property rights are assigned to the Customer. 

8.3 In relation to any and all material uploaded by the Customer and any and all Customer data, the Customer grants to Kontolink, its suppliers and sub-contractors a non-exclusive worldwide irrevocable license to provide the Application and related services including marketing services to the Customer. The Customer represents and warrants that no uploaded material or Customer data will infringe third party rights or intellectual property rights and will not contain any material that is obscene, offensive, inappropriate or in breach of any applicable law.

9. ASSIGNMENT

9.1 Kontolink is entitled to assign its rights and obligations of the Customer to a group company or to a third party. 

9.2 The Customer accepts that Kontolink is entitled to use subcontractors in all matters, including for the implementation and operation of the Application and the storage of Customer data.

10. Kontolink’s LIABILITY

10.1 Kontolink disclaims all liability and shall not be liable in contract, tort (including negligence), statutory duty, pre-contract or otherwise arising out of or in connection with these Terms and Conditions or the Application for any (a) consequential, indirect or special loss or damage; or (b) any loss of goodwill, reputation or data; or (c) any economic losses (including loss of revenues, profits, contracts, business or anticipated savings). In each case whether advised of the possibility of such loss or damage and howsoever incurred. 

10.2 Kontolink is not liable for third party solutions which are available via and/or integrated with the Application, including currency feeds/currency calculators. Consequently, Kontolink cannot be held liable for the correctness, completeness, quality and reliability of the information or for the results which are achieved by means of such third party solutions. Moreover, Kontolink cannot be held liable for the availability, security or functionality of such third party solutions, including for any damage and/or loss caused by such third party solutions. The Customer is responsible for proving that a loss or damage suffered by the Customer is not attributable to any third party solutions.

10.3 The maximum liability of Kontolink in contract, tort (including negligence), statutory duty, or otherwise arising out of or in connection with the Terms and Conditions or the Application; shall, in respect of any one or more events or series of events (whether connected or unconnected) taking place within any twelve month period, be limited to the Fees paid by Customer in such period or DKK3750, whichever is the greater.

10.4 The Customer undertakes to indemnify Kontolink against any costs due to product liability loss, third party loss or other third party claims due to the Customer’s use of the Application.

10.5 Nothing in this Agreement shall exclude or limit liability for death or personal injury or for fraud.

11. DUTY OF CONFIDENTIALITY AND DATA SECURITY

11.1 Kontolink will only process Customer data in accordance with the Customer’s instructions and not for its own, unauthorized purposes. 

11.2 Kontolink will keep confidential all of the Customer’s confidential information that the Customer provides to Kontolink save to where such information has come into the public domain other than by breach of this clause, or where Kontolink has obtained the information from a third party without a duty of confidence or where it is required to be disclosed by a regulatory or government body or court of competent jurisdiction. 

11.3 Kontolink shall take all necessary technical and organizational security measures to ensure the safe and secure processing of any Customer data. Kontolink shall comply with its obligations under the Data Protection Act 1998 as a data processor. 

11.4 At the Customer’s request Kontolink will provide sufficient information to enable the Customer to ensure that the said technical and organizational measures have been taken. Kontolink shall be permitted to charge the Customer for such work at its standard rates.

11.5 Where the Customer provide information, usernames or passwords in relation to any third party information feed or service to Kontolink, the Customer shall warrant that the provision of such information or the integration of the Application with such third party feed or service or the storage and use by Kontolink of such information shall not breach the terms and conditions for such service or any other third party rights. The Customer shall indemnify and hold harmless Kontolink from any and all loss, damage, cost and expense arising from breach of this clause.

12. CHANGE OF TERMS AND CONDITIONS

12.1 Kontolink may update these Terms and Conditions from time to time. The current version of the Terms and Conditions in force are available on Kontolink’s website. Kontolink shall provide reasonable notice of any changes by posting such changes on the website.  

13. DISPUTES

13.1 These terms and conditions shall be construed in accordance with the laws of Denmark and each party hereby irrevocably submits to the non-exclusive jurisdiction of the courts of Denmark.

14. Validity

14.1 Validity: These Terms and Conditions become effective on September 1st, and supersede all previous terms and conditions.

Please let us know if you have any questions about these terms at hello@kontolink.com and always fell try to try out the system.