Terms and conditions

w18-119 Terms and Conditions- Worxmate (Rev. B 2018-04-25)

Parter
Worxmate AB, Scheelevägen 27, 223 67 Lund, tel. 046-2886288, org. no. 559016-6079, hereinafter referred to as Worxmate. The customer, who registers and uses Worxmate’s services online, hereinafter referred to as the customer.

Worxmate’s services consist of the services Worxmate, InvoiceMobile, Mobile invoicing, Taximate, Thinxmate and upcoming mobile & amp; cloud products. The services for which the customer is invoiced are hereinafter referred to as the Service. This Agreement is referred to as the Agreement.

Commitments and Rights
Worxmate is committed to:

a) Give the customer access to the service. The service includes access to web service and is normally available 24 hours a day, with the exception of planned downtime. Planned downtime shall, as far as possible, take place outside office hours. Worxmate guarantees an availability of the service of at least 99% per quarter excluding planned outages. In the event of lower availability during a calendar quarter, the customer is entitled to a 50% reduction of the fee for the next quarter. ¨

b) Protect customer privacy. Do not pass on any identifiable customer data or positionings to any 3rd party without the customer’s consent. User data obtained through the use of the service may be used to improve the service and statistics on an anonymous aggregated level. For details see privacy policy .

c) Protect the privacy of the customer’s user by disabling the user’s positioning feature if required by the user.

d) Provide customer support via email and chat feature. Paying customers also have telephone support during office hours weekdays at 9-15. Outside office hours, response delays can take place until the next working day.

Customer agrees to:
a) Enter accurate user information and keep it up to date

b) Responsible for ensuring that user identities and passwords do not fall into the wrong hands. The customer must immediately report the loss of username and / or password to Worxmate. The customer is responsible for payment liability and all use of the service until the loss is reported.

c) Do not sell or pass on access to the service to 3rd parties

d) Do not use the Service to cause inconvenience to Worxmate or other users

e) Indemnify Worxmate from any claims made by a 3rd party or the customer’s users due to the use of the service

f) Obtain consent from all users connected by the customer to the service that they will be connected and that this also means in some cases that position data will be collected.

Fees and other payment terms
The customer is responsible for the use of the service and is obliged to pay fees for access to and use thereof. For subscription services, payment is normally made by debiting the customer’s registered payment card, or an invoice is sent to the user’s contact information electronically via e-mail. If the invoice cannot be delivered due to invalid e-mail address or customer wants a paper invoice, the invoice will be sent by regular mail with an invoicing fee of SEK 29. Unless otherwise agreed, monthly fees are invoiced three months in advance and additional costs incurred, e.g. extra invoices or eBrev, are calculated and invoiced in arrears. The customer is responsible for the card being debitable on the day the invoice falls due. If the invoice is sent out, it must be paid according to the instructions stated on the invoice. If the payment is not completed on the due date, default interest is paid according to the Interest Act from the due date. The customer is obliged to pay compensation for a written payment reminder and for collection costs according to law. Worxmate reserves the right to change prices one month after notification.

Limitations of Liability The guaranteed availability excludes circumstances that Worxmate cannot control, e.g. problems with the customer’s connection to the internet, lack of communication or other products or services from the supplier, or reduced availability due to DoS attacks. Worxmate is also not responsible for traffic costs (eg SMS traffic) that arise when using the service. Worxmate reserves the right to change the service description and the technical system solution for the service. Modification work must be carried out with regard to the customer’s needs and in such a way that any disruptions are limited. Worxmate is not liable for damages or loss in the event of delay, interruption, non-delivery or incorrect delivery of data or circumstances of a similar nature. Worxmate is never liable for indirect damages, such as lost profits or production, loss of data, etc.

Contract period and termination As soon as the customer has ordered the Service, the Agreement begins to run. The contract period is the same period as the payment period. The agreement is automatically extended by the same period if the Service has not been terminated in writing no later than one week before the end of the agreement period. The User has the right to terminate the Agreement within 14 days of ordering the Service (open purchase). Worxmate will refund any license fees paid by Users prior to such termination. No other fees are refundable. Termination of the Agreement / Service takes place in writing via email to support@108.128.174.198

Closing the service Worxmate has the right to immediately close the service if: Despite reminders, the customer does not pay within the prescribed time, the customer uses or can be assumed to use the service in a way that causes damage or inconvenience to Worxmate or 3rd party, e.g. to use the service without the user’s consent or in violation of applicable law or official instructions or in violation of these terms. The customer is obliged to pay fees until the service is suspended.

Force majeure If a party is prevented from fulfilling its obligations under this agreement by circumstances beyond the control of the party, such as lightning, labor dispute, fire, amended government regulation, government intervention, sabotage, rebellion or riot, export or import restrictions, and failure or delay in subcontracting services, party receive reasonable time to remedy this. A party is not obliged to pay compensation for loss or damage that the other party may suffer as a result of the circumstance.

Dispute
Disputes about the agreement are handled primarily between the customer and Worxmate. Disputes that cannot be resolved shall be settled by arbitrators in accordance with Swedish law.

Appendix A: Personal Data Assistant Agreement

between
Personal data manager: “The customer”
and
Personal data assistant: Worxmate AB
Organization number: 559016-6079
Country of establishment: Sweden

By “Personal Data Assistant” is meant Worxmate AB for the services specified in Worxmate AB General Terms, §1 General. By Personal Data Manager is meant the Customer.
Worxmate’s contact person for general questions about the agreement and Worxmate’s processing of personal data is reported at http://108.128.174.198/dataskydd/.

1 Introduction

1.1 Both Parties confirm that the undersigned have the authority to enter into this Personal Data Assistant Agreement (“Agreement”) which is an integral part of the service agreement (s) signed between the Parties (the “Service Agreement”). This Agreement regulates the Processing of Personal Data due to the Service Agreement in force at any given time.

1.2 Worxmate acts in accordance with Worxmate’s Privacy Statement which is available at http://108.128.174.198/dataskydd/.

2 Definitions

2.1 The definition of Personal Data, Special Categories of Personal Data (Sensitive Personal Data), Processing of Personal Data, Registered, Personal Data Officer and Personal Data Assistant is the same as used in applicable data protection legislation, including the General Data Protection Regulation (GDPR), applicable in this Agreement and in Europe from 25 May 2018 and at any time applicable national supplementary legislation, together hereinafter referred to as “Applicable Personal Data Legislation”.

2.2 In this appendix, the Data Controller is referred to as “the Customer” or “the Party”, the Personal Data Assistant as “Worxmate” or “the Party” and collectively as the “Parties”.

3 Scope

3.1 The agreement regulates Worxmate’s Processing of Personal Data on behalf of the Customer and describes how Worxmate is to ensure data protection, through technical and organizational measures in accordance with Applicable Data Protection Legislation.

3.2 The purpose of Worxmates Processing of Personal Data on behalf of the Customer is to fulfill obligations under the Service Agreement.

3.3 This Agreement takes precedence over any conflicting provisions regarding the Processing of Personal Data in Service Agreements or in other agreements entered into between the Parties.

4 Worxmate’s Obligations

4.1 Worxmate may only Process Personal Data on behalf of and in accordance with the Customer’s documented instructions. By entering into this Agreement, the Customer instructs Worxmate to Process Personal Data in the following manner:

i) only in accordance with applicable law;

ii) to fulfill all obligations under the Service Agreement;

iii) as further specified by the Customer’s normal use of Worxmate’s services and (iv) as set forth in this Agreement.

4.2 Worxmate has no reason to believe that there is any legislation that prevents Worxmate from following the instructions given above. Worxmate shall, after becoming aware of this, inform the Customer in cases where the Customer’s instructions or treatment, according to Worxmate, contravene applicable data protection legislation.

4.3 The categories of Registered and Personal Data covered by the Processing in this Agreement are set out in this document.

4.4 Worxmate shall ensure the confidentiality, integrity and availability of Personal Data in accordance with Applicable Personal Data Act. Worxmate shall implement systematic, organizational and technical measures to ensure an appropriate level of security, taking into account the latest technology and implementation costs in relation to the risk involved in the Processing, and the type of Personal Data to be protected.

4.5 Worxmate shall assist the Customer with appropriate technical and organizational measures, as far as possible taking into account the type of Processing and the information available to Worxmate, to fulfill the Customer’s obligations under applicable data protection legislation regarding requests from Registered and general data protection under the Data Protection Ordinance Articles 32-36.

4.6 If the Customer needs information about security measures, documentation or other information about how Worxmate Processes Personal Data, and such requests involve more information than the standard information provided by Worxmate to comply with applicable data protection legislation such as Personal Data Assistant, and this means more work for Worxmate, Worxmate may charge The customer for such additional services.

4.7 Worxmate and its personnel shall ensure the confidentiality of Personal Data Processed under this Agreement. This condition applies even after the Agreement has expired.

4.8 Worxmate shall, by promptly and without undue delay notifying the Customer, enable the Customer to comply with the legal requirements that apply to information to relevant data protection authorities and Registered concerning personal data incidents.

4.9 Furthermore, Worxmate shall, to the extent practicable and lawful, notify the Customer of; i) requests for disclosure of Personal Data received from a Registered ii) inquiries from authorities, for example the Police, about the disclosure of Personal Data

4.10 Worxmate may not respond directly to inquiries from Registered without the consent of the Customer. Worxmate may not share content regarding the Agreement with authorities as the Police, including Personal Data, with the exception of what is required by law, for example by court decisions or similar decisions.

4.11 Worxmate has no control over whether and how the Customer chooses to use any third-party integrations via Worxmate’s API, via direct database connection or the like. The responsibility for such integrations with third parties lies solely with the Customer. Worxmate is not responsible as Worxmate for any processing of Personal Data through such third party integration.

5 Customer’s obligations

5.1 By signing this Agreement, the Customer confirms that the Customer:

when using the services provided by Worxmate under the Service Agreement, Process Personal Data in accordance with the requirements of applicable data protection legislation
has a legal basis to Process and disclose the relevant Personal Data to Worxmate (including any sub-assistants used by Worxmate).
is solely responsible for the accuracy, integrity, content, reliability and legality of the Personal Data provided to Worxmate.
has complied with all possible mandatory requirements and obligations to report to or obtain permission from the relevant authorities for the processing of Personal Data.
has fulfilled its obligations to provide relevant information to data subjects regarding the processing of personal data in accordance with applicable personal data legislation.

6 Use of assistants and data transfer

6.1 As part of the delivery of services to the Customer in accordance with the Service Agreement and this Agreement, Worxmate may use subcontractors in the role of assistant. Such sub-assistants may be sister companies of Worxmate AB or external subcontractors (third parties) within or outside the EU. Worxmate shall ensure that subcontractors by agreement agree to assume liability that corresponds to the obligations set forth in this Agreement.

6.2 Current subcontractors with access to Personal Data are published on Worxmate’s Privacy website http://108.128.174.198/dataskydd/ who through this Agreement have been accepted as sub-assistants by the Customer.

6.3 The Customer may at any time request a complete overview and more detailed information about the subcontractors involved in the delivery of the service in accordance with the Service Agreement.

6.4 If the subcontractors are outside the EU, Worxmate shall ensure that the transfer takes place in accordance with the applicable Personal Data Act. The Customer hereby grants Worxmate the authority and authority to ensure appropriate legal grounds for the transfer of Personal Data outside the EU on behalf of the Customer, for example by signing EU standard contract clauses on behalf of the Customer or transferring Personal Data in accordance with the EU / US Privacy Shield.

6.5 The customer must be notified before changes occur regarding subcontractors who Process Personal Data. If the new subcontractor demonstrably does not comply with applicable data protection legislation and the subcontractor still does not comply with applicable data protection legislation, after Worxmate has been given a reasonable time to ensure that the subcontractor complies with the regulations, the Customer may terminate the Agreement. Such termination may entail the right to terminate the Service Agreement, in whole or in part, in accordance with the termination clauses contained in the respective Service Agreement. An important part of such assessments shall be the extent to which the subcontractor’s Processing of Personal Data is a necessary part of the services provided in accordance with the Service Agreement. A change of subcontractor should not in itself be considered a breach of a Service Agreement.

6.6 By signing this Agreement, the Customer accepts that Worxmate uses subcontractors in the manner described above.

7 Security

7.1 Worxmate is committed to providing a high level of security in its products and services. Worxmate provides the level of security through organizational, technical and physical security measures, in accordance with the information security requirements described in Article 32 of the Data Protection Ordinance. Furthermore, the internal data protection framework Worxmate AB uses to protect confidentiality, integrity, accuracy and access to Personal Data. The following measures are of particular importance in this regard:

Classification of Personal Data to ensure the implementation of security measures corresponding to risk assessment.
Evaluation of the use of encryption and pseudonymization as risk-reducing factors.
Restriction of access to Personal Data to those who need access to fulfill the obligations of this Agreement or Service Agreement.
Use of systems that detect, restore, prevent and report personal data incidents.
Conducting security analyzes to assess the quality of current technical and organizational measures to protect Personal Data, taking into account the requirements of applicable data protection legislation.

8 Auditing rights

8.1 The customer has the right to carry out an annual audit of Worxmate in compliance with the terms of the Agreement. If required by law, the Customer may request audits more often. As Worxmate AB’s services are multi-user environments, the Customer gives Worxmate the authority, for security reasons, to decide that an audit shall be performed by a neutral third-party auditor chosen by Worxmate.

8.2 If the requested audit area is included in an ISAE, ISO or similar audit report performed by a qualified third party auditor within the previous twelve months, and Worxmate confirms that there are no known significant changes in the audited actions, the Customer accepts this audit report instead of requesting a new review of measures already under review.

8.3 If the Customer does not accept the neutral third party auditor chosen by Worxmate AB, the Customer may, together with Worxmate AB, choose another neutral third party auditor.

8.4 The customer is responsible for any costs that arise in connection with requested audits. Assistance from Worxmate that exceeds the standard service provided by Worxmate and / or Worxmate’s subcontractors to comply with applicable data protection laws will be charged.

9 Duration and termination

9.1 This Agreement is valid as long as Worxmate Processes Personal Data on behalf of the Customer in accordance with the applicable Service Agreement.

9.2 The agreement terminates automatically when the Service Agreement expires. When the Agreement terminates, Worxmate will delete or return Personal Data that is Processed on behalf of the Customer, in accordance with the applicable clauses in the respective Service Agreement. Unless otherwise agreed in writing, the cost of such measures shall be based on;

i) Worxmate’s hourly rate and

ii) the complexity of the requested process.

9.3 Worxmate may retain Personal Data after the termination of the Agreement, to the extent required by law, with the same type of technical and organizational security measures as described in this Agreement.

10 Liability

10.1 Liability for violation of the terms of this agreement shall be governed by liability clauses in the respective Service Agreement between the Parties. This also applies to any violations committed by Worxmate subcontractors.

11 Applicable law and jurisdiction

11.1 This Agreement is subject to applicable law and the jurisdiction set forth in the respective Service Agreements between the Parties.

12 Categories of Personal Data and Registered

12.1 As Worxmate’s services allow the Customer to Process data within the services arbitrarily, it is not possible to generally report the categories of Registered and Personal Data that are covered by Processing. This information is the responsibility of the Customer to register.

12.2 The Customer may not transfer any Sensitive Personal Information to Worxmate. In the event of such transfer, Worxmate cannot be held responsible for the incorrect processing of this Sensitive Personal Data. Sensitive Personal Data is defined in Current Personal Data Legislation, ie:

- - - racial or ethnic origin, political opinions, religious or philosophical beliefs,

- - - health information,

- - - information about a person’s sexual life or sexual orientation,

- - - union membership,

- - - genetic data or biometric data to uniquely identify a natural person

12.3 Nor may the Customer transfer personal data relating to convictions in criminal cases and violations.

13 Overview of current subcontractors

13.1 Current subcontractors to Worxmate who have access to the Customer’s Personal Data are reported on http://worxmate.com/privacypolicy#personaldata_share