Terms of Use

Last updated: 2 May 2022

1     PARTIES

1. Cloudia Ltd (hereinafter “the Service Provider”)
2. Client (hereinafter “the Client”)

2     PURPOSE OF THE TERMS OF USE

These terms of use set out the terms and conditions for the use of the services provided and/or produced by Cloudia.

The Client must read these terms of use carefully before starting to use the services. The Client accepts these terms of use by registering for the service.

The service contains material protected by the Service Provider’s intellectual property rights.

Acceptance of the terms of use gives the Service Provider the right, subject to the limitations set out in these terms, to use the information entered into or otherwise submitted to the service for the purpose of developing the service and the Service Provider’s business.

3     RIGHTS AND OBLIGATIONS OF THE SERVICE PROVIDER

3.1               The Service Provider has the right to provide the service as it wishes and the right to change the content of the service. The Service Provider is required to notify the Client in advance of any substantial changes by informing about them in the service or by sending a separate notification to the email address provided by the Client at the time of registration.

3.2               The Service Provider has the right to temporarily suspend the provision of the service if it is necessary due to the renewal or modification of the service or due to alteration work related to data networks.

3.3               The Service Provider is obligated to strive to provide the highest quality service possible. The Service Provider is responsible for the content it produces for the service. The Service Provider is not responsible for any costs or damages caused to the Client by the material entered into the service by the Client or a third party, by its use or for any other reason.

3.4               The Service Provider strives to keep the service as functional, fail-safe and secure as possible. The Service Provider is obligated to strive to correct any disruptions without delay.

3.5               The Service Provider has the right to transfer the information submitted by the Client to the service between other services produced by the Service Provider.

3.6               Taking into account the nature of the service and the need for its development, the Service Provider has the right to use the information and materials entered by the Client into the service if it is necessary for the development of the service or the Service Provider’s business. This right does not apply to information defined by the Client as secret or confidential as specified in section 5 below.

3.7               The Service Provider is not liable for any direct or indirect damage resulting from the use of the service. The maximum liability of the Service Provider in all cases of damage is EUR 50,000. The limitation of liability does not apply to damage caused intentionally or through gross negligence.

3.8               The Service Provider complies with the applicable legislation in providing the service.

4     RIGHTS AND OBLIGATIONS OF THE CLIENT

4.1               The Client has the right to use the service in accordance with these terms of use, the law and good practice.

4.2               The Client is obligated to provide correct and accurate information when registering and using the service. The Client is fully responsible for the accuracy of the material and information it enters into the service and, by accepting the terms of use, releases the Service Provider from all liability if the entered information/material causes damage to any party.

4.3               The Client is obligated to correct the information contained in the Client’s material or other material entered into the service immediately and no later than within two (2) days if this information changes after the acceptance of the terms of use.

4.4               The Client is obligated to make all payments related to the use of the service to the Service Provider. The Client is responsible for its own costs when using the service.

4.5               The Client is responsible for ensuring that the devices, systems, software and telecommunication links it uses are secure and that they do not cause any damage or disruption to the service.

4.6               If the Client enters personal data or other information concerning other parties into the service, the Client is obligated to obtain the consent of these parties to the provision of the information and to inform such parties of the use of the entered information. The Client is fully liable to the Service Provider for all damage and costs if such third parties make claims against the Service Provider regarding the entered information.

4.7               The Client is obligated to specify the secret or otherwise confidential material contained in the Client’s material as agreed in section 5 of these terms of use.

4.8               The Client is obligated to act in accordance with the law and regulations with regard to all information entered into the service.

5     CLASSIFICATION OF THE CLIENT’S MATERIAL AS SECRET OR CONFIDENTIAL

5.1               The Client decides on the classification of the Client’s material or part thereof as secret or confidential. The classification must be carried out in accordance with the Finnish legislation in force at the time.

5.2               The Client is obligated to specify the business and professional secrets contained in the information submitted by the Client to the Service as well as other confidential or secret material by marking them as confidential or secret when entering the information into the service.

5.3               The Service Provider has the right to rely on the classification made by the Client, and the Client or a third party cannot make claims against the Service Provider due to incorrect or incomplete classification or damage caused by it.

6     PROCESSING OF INFORMATION

6.1               The Service Provider has the right, in accordance with these terms of use and legislation, to register and use the information provided by the Client free of charge.

6.2               The Client has the legal right to inspect the information stored about them and to inspect, modify and request the erasure of the information.

7     INTELLECTUAL PROPERTY RIGHTS

7.1               These terms of use do not transfer any part of the Service Provider’s intellectual property rights to the Client.

7.2               The intellectual property rights in the service and the material produced by the Service Provider belong to the Service Provider. Any intellectual property rights in the Client’s material belong to the Client in accordance with these terms of use, taking into account the parallel rights of use of the Service Provider.

8     LIMITATIONS OF LIABILITY

8.1               The Service Provider is not responsible for the legality or accuracy of the information entered by the Client into the service or for ensuring that the Client’s material does not infringe the intellectual property rights of a third party. The Client is solely responsible for the legality, accuracy and intellectual property rights of its material

8.2               The Service Provider is not liable for any error or negligence of the Client or a third party in the classification of secret or otherwise confidential material and thus for secret or otherwise confidential material being entered into or otherwise added to the service.

8.3               If the Client or a third party neglects or incorrectly performs the specification of the material referred to in section 5.1 above in accordance with section 5.2, the Service Provider shall not be liable for any damage resulting from this material ending up in the service or database.

8.4               The Service Provider is not liable for any other procedure or negligence of the Client or a third party that causes the material referred to in section 5.1 or a part thereof to end up in the database, or for any damage caused by it.

9     FORCE MAJEURE

9.1               If the fulfillment of the obligations under the terms of use is prevented, becomes more difficult or is delayed due to reasons that must be considered a force majeure, the party has the right to delay their performance for as long as is necessary in the circumstances. A force majeure event may be, for example, a strike, war, natural disaster, power failure or disruption of telecommunications or internet traffic. However, a party’s own financial situation does not constitute a force majeure event. In force majeure situations, the party shall be relieved of its obligations and liability to pay damages.

9.2               If the force majeure persists for longer than six (6) months, either party may terminate the right to use the service without penalty.

10  CHANGING AND TRANSFERRING THE TERMS OF USE    

10.1            The Service Provider has the right to update these terms of use due to technological developments, changes in legislation or other similar reason so that the original objective and purpose of this service are realized despite changes in the circumstances.

10.2            Changes to the terms of use take effect two (2) weeks after the Service Provider has notified the Client of them.

10.3            The Client has the right to not accept the changes to the terms. If the Client does not accept the changes to the terms, the right to use the service expires at the end of the period of two (2) weeks mentioned in section 10.2, regardless of the notice period specified below.

10.4            The Service Provider has the right to transfer the rights and obligations arising from these terms of use to a third party. The Client does not have the right to transfer the right to use the service without the Service Provider’s prior written consent.

11  ENTRY INTO FORCE AND VALIDITY OF THE TERMS OF USE

11.1            These terms of use enter into force when the Client has successfully registered for the service or is using the service. Successful registration is deemed to have taken place when the Service Provider has provided the Client with user IDs to the service. The terms of use are valid until further notice.

12  TERMINATION OF THE USE OF THE SERVICE

12.1            The Service Provider may terminate the Client’s right to use the service with a notice period of six (6) months. The termination must be by email or in an otherwise verifiable manner in writing.

12.2            If the Client substantially breaches the terms of use, the Service Provider has the right to terminate the right to use the service immediately.

12.3            The parties have the right to terminate the right to use the service with immediate effect if the other party becomes bankrupt, reorganized, liquidated or otherwise insolvent.

13  APPLICABLE LAW AND RESOLUTION OF DISPUTES

13.1                 These terms of use are governed by Finnish law.

13.2            Any disputes related to these terms of use shall be settled in the first instance amicably by negotiations between the parties. If no settlement can be reached, the dispute shall finally be resolved in accordance with the arbitration rules of the Finland Chamber of Commerce. The arbitral tribunal has one member, the place of arbitration is Helsinki and the language is Finnish.