Terms and conditions.

1. Definitions

"Services" means the software services Secloud provides, including any updates, enhancements or new features delivered under this agreement. "Software" means the Secloud platform provided as part of the Services. "Subscription Term" means the period during which you are authorised to use the Services. "Confidential Information" means any non-public information one party shares with the other, in writing, orally or by inspection. "SLA" means the Service Level Agreement for secloud.

2. Services provided

2.1 Access

Subject to these terms, Secloud grants you a non-exclusive, non-transferable, worldwide right to access and use the Services during the Subscription Term.

2.2 Subscription plans

You subscribe to the Services based on the plan you select when you register. The details of that plan, including the fees, are covered in section 3.

3. Fees and payment terms

3.1 Fees

You pay a variable fee each month, either per device registered or per erased disk or device, depending on the part of the platform you use. If your subscription does not include secure disk erasure, a one-time fee applies per deleted disk. The fees are the current prices published on the Secloud website, or as otherwise agreed in writing between you and secloud.

The monthly fee keeps the software fully operational with reliable uptime and security, and covers updates to server software and system components as well as general functionality improvements as they are released. Usage fees are invoiced based on data provided by the software.

Optional services carry additional fees: training at EUR 135 per hour, professional services at EUR 135 per hour, development services at EUR 160 per hour and advisory at EUR 160 per hour. Hourly work is invoiced per started hour and must be accepted, confirmed or ordered by you before work begins. All fees are index adjusted annually in line with CPI, capped at 8 percent, taking effect from 1 January each year.

3.2 Payment terms

You are invoiced monthly for the fees incurred that month. Payment is due within 15 days of the invoice date. If you pay by credit card, you authorise Secloud to charge the card on file on or after the invoice date.

3.3 Late payments

If payment is not received by the due date, Secloud may suspend access to the Services until payment is made. If payment is not received within 45 days of the due date, Secloud may terminate the account and permanently delete associated data, and will not be liable for data loss resulting from that termination. Late payment interest may be charged in accordance with Norwegian law (Forsinkelsesrenteloven).

3.4 Taxes and third-party costs

All fees exclude VAT and other applicable taxes. Norwegian clients are charged VAT at the prevailing 25 percent rate. Clients in the EU are not charged VAT where a valid VAT ID is supplied and the reverse charge mechanism applies. Clients outside the EU are not charged VAT and are responsible for local taxes. Fees also exclude third-party costs such as payment processing and internet access, which are your responsibility.

3.5 Confidentiality of fees

Fees and terms in this agreement are confidential to you and secloud.

4. Client responsibilities

4.1 Account security

You are responsible for keeping your login credentials confidential and for all activity under your account. Tell us straight away if you suspect unauthorised use or a security breach. Secloud is not liable for loss arising from a failure to safeguard your account.

4.2 Data and content

You are solely responsible for the legality, reliability, integrity, accuracy and quality of all data and content you submit or generate through the Services. You must hold the rights and consents needed to process that data in line with applicable laws, including GDPR, CCPA and any other laws that apply to you.

4.3 Prohibited uses

You agree not to use the Services to:

• Break any local, national or international law or regulation.
• Infringe the intellectual property or other rights of a third party.
• Upload or distribute viruses, malware or other malicious code.
• Engage in fraudulent, deceptive or misleading activity.
• Circumvent or disable security or access controls.
• Disrupt, damage or degrade the performance of the Services.

4.4 Compliance, restrictions and security

You will comply with all laws relevant to your use of the Services. You will not reverse engineer, decompile, modify, resell, sublicense or use the Services to build a competing product. You are responsible for maintaining appropriate security measures for the data you process, and Secloud is not liable for unauthorised access resulting from a failure to do so. Third-party integrations you choose to use are at your own risk.

4.5 Indemnification and breach notice

You agree to indemnify Secloud against claims arising from your use of the Services, your breach of this agreement, or a claim that your data or content infringes a third party's rights. If you become aware of unauthorised access to your data, notify Secloud promptly and help with any investigation. You are responsible for maintaining your own backups.

5. Secloud responsibilities

5.1 Service availability

Secloud uses commercially reasonable efforts to keep the Services available around the clock, except for scheduled maintenance, emergency repairs and events beyond our reasonable control. We give advance notice of planned downtime where possible.

5.2 Data security and privacy

Secloud maintains appropriate technical and organisational measures, including encryption and access controls, to protect your data. We process personal data in line with applicable laws such as GDPR and CCPA, notify you of breaches that affect your data, and only access your data as needed to provide the Services, meet legal obligations or handle support requests.

5.3 Support, updates and backups

Secloud provides technical support as described in the SLA, regularly updates the Services to improve performance and security, and makes commercially reasonable efforts to back up your data. Where data loss is caused by our system failure, we take reasonable steps to restore from the most recent backup.

6. Confidentiality

Each party protects the other's Confidential Information with at least reasonable care. Confidential Information does not include information that becomes public through no breach, was already known to the receiving party, is received from a third party without breach, or is independently developed without reference to the disclosing party's information.

7. Intellectual property rights

Secloud retains all rights in the Software, the Services and related intellectual property. Nothing here transfers ownership to you. Subject to these terms, Secloud grants you a limited, non-exclusive, non-transferable licence to use the Services for your internal business purposes during the Subscription Term.

You retain ownership of the data and content you upload or generate. Secloud claims no ownership of your data and uses it only to provide the Services. Any feedback you share may be used by Secloud freely and without obligation. Secloud will defend you against third-party claims that your authorised use of the Services infringes their intellectual property, subject to prompt notice and cooperation, and excluding claims arising from unauthorised modifications or use outside this agreement.

8. Term and termination

This agreement starts on the effective date and continues for the Subscription Term. Either party may terminate on three months' written notice, with the notice period starting on the first day of the month after notice is given. During the notice period you continue to pay, with variable fees set at the higher of the fees during the notice period or the fees during the three months immediately before it.

Either party may terminate immediately for cause if the other materially breaches and does not cure the breach within 30 days of written notice. On termination you stop using the Services, Secloud may disable access, and you pay any outstanding amounts up to the termination date.

9. Warranties and disclaimers

Each party warrants that it has the legal power to enter into this agreement. Except as expressly stated here, the Services are provided on an "as is" basis without warranty of any kind, express or implied, including warranties of merchantability, fitness for a particular purpose and non-infringement.

10. Limitation of liability

Secloud is not liable for indirect, incidental, special, consequential or exemplary damages, including loss of profits, goodwill, use or data. secloud's total liability for all claims under this agreement will not exceed the amount you paid Secloud in the 12 months before the claim arose.

11. Miscellaneous

This agreement is governed by the laws of Norway. It is the entire agreement between the parties and supersedes prior communications on the same subject. Amendments must be in writing and signed by both parties. If any provision is found invalid, the rest remain in effect. A failure to exercise a right is not a waiver of it. You may not assign this agreement without secloud's prior written consent.

Questions about these terms? Email or call +47 33 45 54 00.