LICENSE AGREEMENT AND TERMS

This License Agreement and these Terms of Use shall apply to your use of the product Web Connect(“the Product”) provided by MartIT AB (“MartIT”). Your access to and use of the Product is conditioned on your acceptance of and compliance with this License Agreement and Terms of Use (“the Agreement”).

By downloading and using the Product you agree to this Agreement.

About MartIT

MartIT is a certified Microsoft Dynamics Partner in Sweden who specialize in building Add-Ons / Apps to Microsoft Dynamics Business Central. The vision is to provide simple Add-Ons that are robust, scalable and flexible in order to reduce manual intervention and increase accuracy in accounting in a manner that is fast and efficient.

Technical Information

The Product is developed on Microsoft Dynamics Business Central extension base technology.

Intellectual Property Rights

All intellectual property rights, including but not limited to copyright (such as to computer code, text, graphics, user- and visual interfaces), trademarks, and the design, expression, technical solutions and arrangement of information contained in the Products is owned by MartIT, or licensed by MartIT. Using the Product does not give you any ownership to intellectual property rights in the Product or any content you may access.

Except as expressly provided in this Agreement, no part of the Product may be copied, reproduced, decoded, encoded or reverse engineered, unless specifically for the purpose of using the Product in accordance with this Agreement or any other terms entered into when purchasing the Product.

Any data submitted by you into the Products is owned by you. MartIT do not gain any rights to such content.

Obligations

You are obligated to keep your credentials confidential. MartIT cannot be held responsible for loss of credentials, nor be held responsible for any unauthorized activities where the Product has been used. You are solely responsible for the use of the Product.

License

MartIT hereby grants you a worldwide, non-assignable and non-exclusive license to use the Product for processing of data in your own business. If and to the extent any open source is used by MartIT, the license pertaining to the open source software will be made available to you. Such open source license terms have precedence over this Agreement and Conditions, should they be in conflict.

MartIT reserves the right to modify any software or the Product. In the event the Product is discontinued, MartIT will strive to give reasonable notice in order to secure any of your activities that may be affected by the discontinuance.

Copying the Product, in addition to what is prescribed in mandatory legislation, may only take place in connection with installation. The Customer is not entitled to modify, decompile or disassemble the Product without MartIT’ express consent, except in cases specifically stated by law.

The Customer may not modify or remove marking or information which is used on the Product to advise of any intellectual property right which is held by MartIT or a third party, including marking and/or information pertaining to open source.

Fee

The license granted herein is subject to that the agreed fee is paid in due order and in time. If and to the extent the fee is not paid timely, MartIT has the right to terminate the License, i.e. access to the Product, with immediate effect, unless you rectify within 30 days from e-mail notice from MartIT.

Personal Integrity

MartIT’s Privacy Policy explain how MartIT process personal information.

Warranties and Disclaimers

MartIT do not promise that the Product is error-free, nor takes any responsibility for interruptions pertaining to third parties or failing Internet connections.

Other than as expressly set out in this Agreement or any additional agreed terms, MartIT makes no specific promises about the Product, including but not limited to the specific functions of the Product or its reliability, availability or ability to meet your needs. MartIT provides the Product “as is”. To the extent permitted by law, MartIT exclude all warranties.

Term of License and Termination

This License Agreement enters into force when the Product is downloaded by you until terminated by either Party. MartIT shall give not less than three (3) months’ notice of termination.

Upon Termination of the Agreement, the access to the Product will cease, including access to all data. If you wish to retain such data, you may download the data before termination.

Force Majeur

A party is relieved from liability for a failure to perform an obligation pursuant to this Agreement if the failure is based on a circumstance (Relieving Circumstance) beyond its control and which prevents the performance thereof. As soon as the obstacle has terminated, the obligation shall be performed in the contracted manner.

A Relieving Circumstance shall be deemed to include inter alia acts or omissions of authorities, new or amended legislation, epidemics or pandemics, conflicts on the labour market, blockade, fire, flood, breakdown of telecommunications, loss or destruction of property or data of major significance or a major accident or act of terror.

To qualify for relief under 10 a party shall without delay notify the other party of the Relieving Circumstance.

A party may under the stated circumstances rescind the Agreement if the other party’s performance of a certain obligation has been delayed by more than two (2) months.

Limitation of Liability

In addition to that which is stated in the provision on Force Majeure, MartIT’ liability is limited as follows:

In no event shall MartIT be liable for any direct, special, incidental, indirect, or consequential damages whatsoever (including, without limitation damages for loss of business profits or revenue, business interruption or work stoppage, computer failure or malfunction, loss of business information, data or data use, loss of goodwill, claims from third parties or any other pecuniary loss) arising out of the use of or inability to use the Product, to the maximum extent permitted by applicable law.

In any event, MartIT entire liability towards you shall be limited to the amount actually paid by you for the Product during the six months preceding the event when the damage occurred.

Third Party Web Sites

The Product may be used in conjunction with accessing third party web sites or services that are not in any way owned by or controlled by MartIT. MartIT assumes no responsibility for the content, privacy policies or practices of any third party web sites or services. By accepting this Agreement, you acknowledge and agree that MartIT shall not be held responsible or liable, directly or indirectly for any damage or loss caused, or alleged to be caused by the use of a third party web site, or your reliance upon the content, goods or service available on such a web site.

Support and Maintenance

Upon a separate and specific agreement with MartIT, MartIT can provide support and maintenance of the Product.

MartIT will however continuously update the Product to be compliant with the current version of Microsoft Dynamics Business Central within reasonable time from knowledge thereof.

Change of Agreement

MartIT reserves the right, at its sole discretion, to modify or replace this Agreement at any time. Any major changes will be notified as stated herein with one (1) month notice.

By continuing to access or use the Product after those revisions become effective, you have agreed to be bound by the revised terms.

Assignment

You may not wholly or partly assign or pledge your rights and/or obligations under this License Agreement to any third party without the prior written approval of MartIT. The Customer may not transfer or grant right of use to copies of the Product.

Notices and Language

Any notice and other communication concerning the Agreement, or the Product, shall be given to MartIT at info@martit.se. All notices and communications from MartIT to you shall be given to the address stated by you when downloading the Product.

Any notice is deemed to be valid and effective if personally served on the other party or sent by e-mail as said above. Changes of address are to be notified as set out in this provision.

Governing Law

The Agreement shall be governed by and construed in accordance with Swedish law, without regard to its conflict of law provisions.

Any dispute, controversy or claim arising out of or in connection with this contract, or the breach, termination or invalidity thereof, shall be finally settled by arbitration administered by the Arbitration Institute of the Stockholm Chamber of Commerce (the “SCC”).

The Rules for Expedited Arbitrations shall apply where the amount in dispute does not exceed EUR 100,000. Where the amount in dispute exceeds EUR 100,000 the Arbitration Rules shall apply. The Arbitral Tribunal shall be composed of a sole arbitrator where the amount in dispute exceeds EUR 100,000 but not EUR 1,000,000. Where the amount in dispute exceeds EUR 1,000,000, the Arbitral Tribunal shall be composed of three arbitrators. The amount in dispute includes the claims made in the Request for Arbitration and any counterclaims made in the Answer to the Request for Arbitration.

The seat of arbitration shall be Stockholm.

The language to be used in the arbitral proceedings shall be Swedish.