End-User License Agreement (EULA)
for Salestrail Bitrix24 Integration

This End-User License Agreement ("EULA" or "Agreement") is a legal agreement between you ("You" or "User") and LIID OY ("LIID OY", "we", "us", or "Licensor") regarding your use of the Salestrail Bitrix24 Integration ("Software" or "Application").

Please read this EULA carefully before installing or using the Salestrail Bitrix24 Integration. This Agreement governs your right to use the Application and contains important information regarding permitted use, restrictions, intellectual property, warranties, and liability.

By installing, accessing, or using the Salestrail Bitrix24 Integration, you acknowledge that you have read and understood this EULA and agree to be bound by its terms. If you do not agree with this EULA, you must not install or use the Application.

If you are entering into this Agreement on behalf of a company or other legal entity, you represent that you have the authority to bind that entity to this Agreement. In that case, "You" refers to that entity and its authorized users.

1. The Software

The Salestrail Bitrix24 Integration is an integration provided by LIID OY that connects Salestrail with Bitrix24 and enables the exchange of supported sales and call-related information between the services.

The Application may allow Salestrail users to connect their Salestrail account with their Bitrix24 account and synchronize supported information in accordance with the configuration and functionality provided by the Application.

The Application requires an active Salestrail account and a Bitrix24 account. Your use of Bitrix24 is also subject to the applicable Bitrix24 terms and conditions.

2. License Grant

Subject to your compliance with this EULA, LIID OY grants you a limited, non-exclusive, non-transferable and revocable license to access and use the Salestrail Bitrix24 Integration for your internal business purposes.

The license is granted only for the duration of your authorized use of the Salestrail services and the Application.

If You use the Application as part of a free trial of Salestrail services, this EULA also applies to Your use of the Application during the free trial period.

You are responsible for ensuring that your use of the Application complies with all applicable laws, regulations, and third-party terms applicable to you.

Free Trial and Pricing

Salestrail offers a 14-day free trial with access to the available Salestrail features. No credit card is required to start the trial.

After the trial period ends, access to Salestrail is limited and a paid Salestrail subscription is required to continue using the service and the Salestrail Bitrix24 Integration.

Salestrail pricing is based on the selected plan and optional features. Current pricing and plan details are available here: Salestrail Pricing

The Salestrail Bitrix24 Integration requires an active Salestrail account and the applicable Salestrail subscription.

3. Authorized Use

You may use the Application only for legitimate business purposes and in accordance with this EULA.

• maintaining the security of your Salestrail and Bitrix24 accounts;
• ensuring that users accessing the Application are authorized to do so;
• ensuring that the information and permissions provided to the Application are accurate and authorized;
• complying with all applicable laws and regulations relating to your use of the Application and the data processed through it; and
• obtaining any necessary consents or permissions required for the processing, synchronization, or recording of communications and other personal data.

4. Restrictions

You must not:

• copy, reproduce, modify, adapt, translate, or create derivative works of the Application, except where expressly permitted by applicable law;
• reverse engineer, decompile, disassemble, or otherwise attempt to obtain the source code of the Application;
• resell, sublicense, lease, distribute, or otherwise make the Application available to third parties except as expressly authorized by LIID OY;
• use the Application to violate any applicable law or regulation;
• interfere with or disrupt the Application or the systems on which it operates;
• attempt to gain unauthorized access to the Application, Salestrail, Bitrix24, or related systems;
• introduce malicious code, viruses, or other harmful software into the Application or related systems; or
• use the Application in a manner that infringes the rights of LIID OY, Bitrix24, or any third party.

5. Third-Party Services

The Application operates in connection with third-party services, including Bitrix24.

Your use of Bitrix24 remains subject to the terms, conditions, policies, and requirements established by Bitrix24.

LIID OY does not control the availability, functionality, policies, or changes made by Bitrix24. Changes to Bitrix24 APIs, services, permissions, or technical requirements may affect the functionality of the Application.

You are responsible for maintaining any third-party account or subscription required to use the Application.

6. Your Data and Privacy

You retain your rights to data and information that you submit, transmit, or synchronize through the Application.

The Application may process information necessary to provide the integration between Salestrail and Bitrix24. Such information may include sales activity and call-related information, depending on the functionality you enable and the configuration of your Salestrail and Bitrix24 accounts.

LIID OY processes personal data in accordance with its applicable Privacy Policy and data protection terms.

You are responsible for ensuring that you have the necessary rights, permissions, and lawful basis to provide or process any personal data through the Application.

For more information about how LIID OY processes personal data, please refer to the Salestrail Privacy Policy.

7. Intellectual Property and Ownership

The Salestrail Bitrix24 Integration, including its software, code, design, functionality, documentation, trademarks, logos, and other intellectual property, is owned by or licensed to LIID OY.

Nothing in this EULA transfers ownership of the Application or any intellectual property rights to You.

LIID OY reserves all rights not expressly granted to You under this Agreement.

The name Salestrail and related names, logos, trademarks, service marks, and designs are owned by LIID OY or its licensors. You may not use them without prior written permission, except as permitted by applicable law.

Bitrix24 and related trademarks belong to their respective owners. This EULA does not grant You any rights to Bitrix24 intellectual property.

8. Updates and Changes

LIID OY may update, modify, improve, suspend, or discontinue parts of the Application from time to time.

Updates may be necessary to maintain compatibility with Salestrail, Bitrix24, security requirements, or changes to applicable technology.

Where reasonably practicable, LIID OY may provide notice of material changes affecting the Application.

9. Availability and Disclaimer of Warranties

The Application is provided on an "AS IS" and "AS AVAILABLE" basis.

To the maximum extent permitted by applicable law, LIID OY makes no warranties, express or implied, regarding the Application, including warranties of merchantability, fitness for a particular purpose, availability, accuracy, or non-infringement.

LIID OY does not warrant that:

1. the Application will operate without interruption or error;
2. the Application will always be available;
3. all errors or defects will be corrected;
4. the Application will remain compatible with all versions or functionality of Bitrix24; or
5. the Application will meet all of your particular requirements.

10. Limitation of Liability

To the maximum extent permitted by applicable law, LIID OY and its affiliates, officers, employees, licensors, and service providers will not be liable for any indirect, incidental, special, consequential, or punitive damages arising from or related to your use of, or inability to use, the Application.

This includes, without limitation, loss of data, loss of profits, loss of business opportunities, or interruption of business.

To the maximum extent permitted by applicable law, the total aggregate liability of LIID OY and its affiliates, officers, employees, licensors, and service providers arising out of or relating to the Application or this Agreement, whether in contract, tort (including negligence), or otherwise, shall not exceed the total fees paid or payable by You to LIID OY for the Salestrail services during the twelve (12) months immediately preceding the event giving rise to the claim.

The limitations and exclusions of liability set out in this Section apply to the maximum extent permitted by applicable law, regardless of the legal basis of the claim.

Nothing in this EULA excludes or limits liability that cannot legally be excluded or limited under applicable law.

11. Termination

This EULA becomes effective when You first install, access, or use the Salestrail Bitrix24 Integration.

You may terminate this Agreement at any time by discontinuing use of the Application and disconnecting or uninstalling the integration.

LIID OY may suspend or terminate your access to the Application if:

• you materially breach this EULA;
• your use of the Application creates a security or legal risk;
• your Salestrail account or required service access is terminated; or
• continued provision of the Application becomes technically or legally impracticable.

Upon termination, your right to use the Application will immediately cease.

Sections relating to intellectual property, restrictions, disclaimers, limitations of liability, and any provisions that by their nature should survive termination will remain effective after termination.

12. Compliance with Laws

You are responsible for complying with all laws and regulations applicable to your use of the Application and the data processed through it.

In particular, if you use Salestrail functionality to record or process telephone calls or other communications, you are responsible for ensuring that such use complies with applicable laws and that any required notices, consents, or permissions are obtained.

You are solely responsible for determining whether your use of the Application, including the recording, processing, synchronization, storage, or transfer of communications or personal data, is lawful in the jurisdictions in which you operate.

To the maximum extent permitted by applicable law, You agree to indemnify and hold harmless LIID OY and its affiliates, officers, employees, and service providers from and against third-party claims, liabilities, damages, costs, and reasonable legal expenses arising directly from (i) your unlawful use of the Application, (ii) your violation of applicable data protection, privacy, or communications recording laws, or (iii) your failure to obtain notices, consents, permissions, or other lawful bases required for your use of the Application. This indemnification obligation does not apply to the extent that a claim results from LIID OY's own breach of applicable law or this Agreement.

13. Governing Law and Jurisdiction

This EULA and any dispute arising out of or in connection with it shall be governed by the laws of Finland, unless otherwise required by applicable mandatory law.

To the extent permitted by applicable law, any dispute, controversy, or claim arising out of or relating to this EULA or the Application shall be subject to the exclusive jurisdiction of the courts of Finland, with the District Court of Helsinki as the court of first instance.

14. Contact Information

The Salestrail Bitrix24 Integration is provided by:

LIID OY
Fredrikinkatu 33
00120 Helsinki
Finland

Email: info@liid.com

For technical support regarding Salestrail, you may also contact:

support@liid.com

15. Entire Agreement

This EULA constitutes the agreement between You and LIID OY concerning your use of the Salestrail Bitrix24 Integration.

This EULA should be read together with the applicable Salestrail Terms of Service and Privacy Policy.

If any provision of this EULA is found to be invalid or unenforceable, the remaining provisions will remain in full force and effect.

LIID OY's failure to enforce any provision of this EULA does not constitute a waiver of its right to enforce that provision in the future.

© LIID OY. All rights reserved.

Terms of Service

Thanks for downloading Salestrail and/or the Salestrail Recorder (APK). Before using Salestrail or the Salestrail Recorder (APK), please ensure that you read these Terms and Conditions and our Privacy Policy.

This document (and the other documents it refers to) contains the terms and conditions on which you may download and use LIID for CRM (the “App”), whether as a guest or a registered user (the “Terms”, “Terms and Conditions”). The Terms are a legally binding contract between you and LIID OY. The contract sets out your rights and responsibilities when you use the services provided by LIID OY, which may include, but is not limited to, our mobile app, web application, website and any other services (collectively, the “Services”) so please read it carefully.

You will be deemed to have accepted these Terms when you download the App and/ or whenever you use any of our Services. If you disagree with any part of the Terms then you may not access the Service.

ABOUT US

Salestrail and Salestrail Recorder (APK)are mobile apps operated by LIID OY (“LIID OY”, “we”, “our” or “us”). Our registered office address is Arkadiankatu 28, 00100 Helsinki, Finland and our email address is info@liid.com. Our VAT registration number is FI25908445.

This app is designed for the automation of sales activity between mobile phone and CRM.

YOUR PRIVACY

We know your personal information is important to you, so it’s important to us. Our Privacy Policy details how your information is used when you use our Services, and it’s also a part of our Terms, so please read it here https://liid.com/privacy-policy/. By using the App/Services, you consent to our processing of your personal information as described in our Privacy Policy, and you warrant that all data provided by you is accurate.

PERSONAL DATA PROCESSING AGREEMENT

You can find our Personal Data Processing Agreement from here.

CREATING AN ACCOUNT WITH SALESTRAIL / Salestrail Recorder (APK)

By installing the application and setting up your CRM credentials, you create an account on SALESTRAIL / Salestrail Recorder (APK) / LIID for CRM to use some of the App’s services. Here are a few rules about creating and using accounts with LIID for CRM.

1. The information you provide to us must be accurate, complete and current at all times. You are not permitted to use false information or impersonate another person or company through your account. Doing so constitutes a breach of the Terms, which may result in immediate termination of your account on our Service.
2. You are solely responsible for your account and for any activity on your account. If you register as a business entity, you personally guarantee that you have the authority to agree to the Terms on behalf of the business.
3. You are responsible for safeguarding the password that you use to access the Service and for any activities or actions under your password, whether your password is with our Service or a third-party service. It’s important to keep your account password and any device from which you access the Services secure. If accessing the Services via a mobile device, we recommend that you do not jailbreak or root the device (this is the process of removing software restrictions and limitations imposed by the official operating system of your device as doing so could make your device vulnerable to malware, viruses or malicious programmes, compromise your device’s security features and may affect the functionality of the Services). You agree not to disclose your password to any third party. You must notify us immediately upon becoming aware of any breach of security or unauthorized use of your account at info@liid.com.
4. These Terms do not create any agency, partnership, joint venture, employment or franchisee relationship between you and LIID OY.

YOUR USE OF OUR SERVICES

You can access our Services via our App or our Website.

We allow access to our Services on a temporary basis and we reserve the right to withdraw, restrict or change our Services at any time and without notice. We will not be liable if for any reason the Services are unavailable at any time or if the content is changed or out of date.

You must treat as confidential any user identification code, password or other security feature in relation to the Services. If, in our opinion, you aren’t complying with the Terms, we have the right to disable any such code, password or feature at any time.

It is your responsibility that anyone who accesses the Services through your internet connection is aware of these terms and complies with them.

We grant you a limited, non-exclusive, non-transferable and revocable licence to use the Services—subject to the Terms and the following restrictions:

1. You agree to use this App for business purposes.
2. You must use reasonable security measures in connection with your use of the App. You must comply with the Laws with respect to your use of the App. For the purposes of the Terms, “Laws” means a federal, national, state, provincial, municipal and local laws, rules, regulations, court orders, decisions and sentences in each jurisdiction applicable to you or Developer.
   Before using any pof our apps App, you must familiarize yourself with the legislation of your country regarding the recording of calls with the participation of third parties. The legislation regarding phone call recording varies in different countries and states. Please, make sure that you're not violating the law of your country or of the country the person you are calling is located in. The user is always responsible for following local laws and Liid Oy can in no case be held responsible for the call recordings done by the users of Liid for CRM / Salestrail or the Salestrail Recorder APK. Always notify the callee/caller that your conversation will be recorded and ask for their permission. Liid Oy is not responsible for the legality of your use of the Apps.
3. You agree not to “crawl,” “scrape,” or “spider” any aspect of the Services or to reverse engineer or attempt to obtain the source code of the Services. You shall not misuse the Services by knowingly introducing any material which is malicious or technologically harmful. You must not attempt to gain unauthorised access to the Services, the server on which any of the Services are stored or any server, computer or database connected to the Services. You must not attack the Services via a denial-of-service attack or a distributed denial-of service attack. By failing to comply with this provision, you would commit a criminal offence and your right to use the Services will cease immediately and we will report your actions to the relevant authorities.
4. You agree not to interfere with or try to disrupt the Services, for example by distributing a virus or other harmful computer code.
5. The name Salestrail and other marks, phrases, logos and designs that we use in connection with our Services, are trademarks, service marks or trade dress of LIID OY in Finland and other countries. You require our express written permission to use our trademarks, service marks or trade dress.
6. We will provide you with certain legal information in writing. By using our Services, you’re agreeing that we may provide you information electronically (by email, etc.) instead of mailing you paper copies, and that your electronic agreement is equal to your signature on paper.

SUBSCRIPTIONS

Some parts of the Service are billed on a subscription basis (“Subscription(s)”). You will be billed in advance on a recurring and periodic basis (“Billing Cycle”). Billing Cycles are set on a monthly basis unless separately agreed otherwise.

At the end of each Billing Cycle, your Subscription will automatically renew under the exact same conditions unless you cancel it or LIID OY cancels it. You may cancel your Subscription renewal either through your online account management page or by contacting LIID OY customer support team.

A valid payment method is required to process the payment for your Subscription. Subscriptions for purchases made through the in-app purchasing feature of the Application is handled by the operating system’s App Store, for iOS the Apple App Store, for Android Google Play Store, and subject to the terms of the respective App Store in question.

https://play.google.com/intl/en-us_us/about/play-terms.html

https://www.apple.com/legal/internet-services/itunes/uk/terms.html

https://www.apple.com/legal/internet-services/itunes/fi/terms.html

Purchases made directly through LIID OY are subject to the terms of a separate purchase contract, available by request from LIID OY customer service at info@liid.com.

FEE

You are responsible for paying any fees or subscription payments that you owe to LIID OY. You are also solely responsible for collecting and/or paying any applicable taxes for any purchases or sales you make through our Services.

LIID OY may modify the Subscription fees for the in-app Subscriptions. Any such changes will follow the rules and guidelines of the relevant App Store, whose terms the user has to separately agree upon.

Your continued use of the Service after the Subscription fee change comes into effect constitutes your agreement to pay the modified Subscription fee amount.

REFUNDS

Except when required by law or the rules of the App Store, paid Subscription fees by default are non-refundable.

INTELLECTUAL PROPERTY RIGHTS

Save as described elsewhere in the Terms, we are the owner or the licensee of all intellectual property rights in the Services such as the original content, features and functionality. The intellectual property rights are protected by copyright laws, trademark and treaties around the world. All such rights are reserved.

You must not use any part of the Services for commercial purposes without a licence from us or our licensors. You may not reproduce in any format (including on another website or mobile app) any aspect of the Services (including content, images, designs, look and feel) without our prior written consent.

If, in our opinion, you are in breach of these provisions, your right to use the Services will cease immediately and you must either return or destroy (as required by us) any copies of the materials you have made.

YOUR CONTENT

 Content that you post using our Services is your content, and includes (but is not limited to) anything you post using our Services such as written content, personal information, sales contact information, usernames, profile pictures, photos, descriptions, reviews, comments, videos, etc (“Your Content”). LIID OY does not make any claim to Your Content, but by agreeing to these terms and conditions you grant us permission to use it in the course of our business.

1. Responsibility for Your Content. You understand that you are solely responsible for Your Content. You represent that you have all necessary rights to Your Content and that you’re not infringing or violating any third party’s rights by posting it or uploading it to the App.
2. Permission to Use Your Content. By posting Your Content through our Services, you grant LIID OY a licence to use it. We don’t claim any ownership to Your Content, but we have your permission to use it to help LIID OY function and grow.
3. Reporting Unauthorized Content. We take intellectual property rights very seriously, and are committed to following appropriate legal procedures to remove infringing content from the Services. If content that you own or have rights to has been posted to the Services without your permission and you want it removed, please contact us at the email below. If Your Content infringes another person’s intellectual property, we will remove it if we receive proper notice. If any third party claims that any material posted or uploaded by you to the Services violates their intellectual property rights, or their right to privacy, we have the right to disclose your identity to them. We’ll notify you if that happens.
4. Inappropriate, False or Misleading Content. This should be common sense, but there are certain types of content we don’t want posted via the Services (for legal reasons or otherwise). You agree that you will not post any content that is abusive, threatening, defamatory, obscene, vulgar or otherwise offensive or in violation of our Terms. You also agree not to post any content that is false and misleading or uses the Services in a manner that is fraudulent or deceptive. We will not be responsible, or liable to any third party, for Your Content or the accuracy of any materials posted by you or any other user of the Services.

ACCESSING THE SERVICES

Certain functions of the Services, will require an active internet connection. The connection can be WiFi, or provided by a mobile network provider, but LIID OY cannot take responsibility for the Services not working at full functionality if you do not have access to an active internet connection.  In using the Services, you accept responsibility for any charges incurred for the cost of data for the duration of the connection while accessing the Services, or other third party charges, including roaming data charges. If you are not the bill payer for the device on which you’re accessing the Services, please be aware that we assume that you have received permission from the bill payer for using the Services.

UPDATES TO THE APP

The App is currently available on Android and iOS. The requirements for both systems (and for any additional systems we decide to extend the availability of the App to) may change, and you will need to download any necessary updates if you want to keep using the App. We do not promise to always update the App so that it is relevant to you and/ or works with the iOS and Android version that you have installed on your device. However, you agree to always accept updates to the App when offered to you.

LIMITATION OF LIABILITY

The Services are provided without any guarantees, conditions or warranties as to their accuracy or functionality. To the extent permitted by law, we hereby expressly exclude all conditions, warranties and other terms which might otherwise be implied by statute, common law or the law of equity.

In no event shall LIID OY, nor its directors, employees, partners, agents, suppliers, or affiliates, be liable for any indirect, incidental, special, consequential or punitive damages, including without limitation, loss of income or revenue; loss of business; loss of anticipated savings; loss of profits; loss of data; loss of use; loss of goodwill; or other intangible losses, wasted management or office time; and for any other loss or damage of any kind, however arising and whether caused by:

1. your access to or use of or inability to access or use the Service or any websites linked to it and any materials posted on it (whether by us or a third party);
2. any conduct or content of any third party on the Service;

• any content obtained from the Service; and

1. unauthorized access, use or alteration of your transmissions or content, whether based on warranty, contract, tort (including negligence) or any other legal theory, whether or not we have been informed of the possibility of such damage, and even if a remedy set forth herein is found to have failed of its essential purpose;
2. breach of contract or otherwise, even if foreseeable.

This does not affect any liability which cannot be excluded or limited under applicable law, including death and personal injury.

RELIANCE ON INFORMATION AND LINKS

Any content made available on the Services (including links to other sites, apps and resources provided by third parties) are for information only, and we shall not be liable for any use of, or reliance on, such materials. You further acknowledge and agree that LIID OY shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods or services available on or through any such web sites or services.

It shall be your own responsibility to ensure that any products, services or information available through the Services meet your specific requirements.

We strongly advise you to read the terms and conditions and privacy policies of any third-party web sites or services that you visit.

TERMINATION

You may terminate your account with LIID for CRM or delete the App at any time. If you wish to terminate your account, you may simply discontinue using the Service. Terminating your account will not affect the availability of some of your content and any outstanding payments owed to us will still be payable.

We may terminate or suspend your account (and any related accounts) and your access to the Services at any time, for any reason, and without advance notice or liability. If we do so, it is important to understand that you don’t have a contractual legal right to continue to use our Services. We may refuse access to anyone at any time for any reason.

Thus if you or we terminate your account, your right to use the Service will immediately cease and you may lose any information associated with your account, including any content created by you.

We reserve the right to change, suspend or discontinue any of the Services at anytime, for any reason. We will not be liable to you for the effect that any changes to the Services may have on you, including your income or your ability to generate revenue through the Services.

The Terms will remain in effect even after your access to the Services is terminated or your use of the Services ends.

DISCLAIMER

Your use of the Service is at your sole risk. The Service is provided on an “AS IS” and “AS AVAILABLE” basis. The Service is provided without warranties of any kind, whether express or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, non-infringement or course of performance.

LIID OY its subsidiaries, affiliates, and its licensors do not warrant that:

1. the Service will function uninterrupted, secure or available at any particular time or location;
2. any errors or defects will be corrected;

• the Service is free of viruses or other harmful components; or

1. the results of using the Service will meet your requirements.

INDEMNIFICATION (OR WHAT HAPPENS IF YOU GET US SUED)

You agree to indemnify us from any legal claim or demand that arises from your actions, your use (or misuse) of the Services, your breach of the Terms or your account’s infringement of someone else’s rights.

ENTIRE AGREEMENT

These Terms, including all of the other documents that make up the Terms, supersede any other agreement between you and LIID OY regarding the Services. If any part of the Terms is found to be unenforceable, that part will be limited to the minimum extent necessary so that the Terms will otherwise remain in full force and effect. Our failure to enforce any part of the Terms is not a waiver of our right to later enforce that or any other part of the Terms.

CHANGES TO THE TERMS

We may amend or replace, at our sole discretion, the Terms at any time by amending this page. If we believe amendments or replacements are material, we will let you know i) via the Services, or ii) by an email or messages about the changes. We will use reasonable efforts to provide at least 30 days notice prior to any new terms taking effect. What constitutes a material change will be determined at our sole discretion.

You are responsible for reviewing and becoming familiar with any changes. Your use of the Services following the changes constitutes your acceptance of the updated Terms.

JURISDICTION AND APPLICABLE LAW

The Finnish courts will have exclusive jurisdiction over any claim arising from, or related to, the use of our App.

These terms of use and any dispute or claim arising out of or in connection with them or their subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the law of Finland, without regard to its conflict of law provisions.

CONTACT INFORMATION

If you have any questions about the Terms, please email us at info@liid.com.

Last updated: 18 May 2018

Account deletion

Upon your execution, this Authorization Form is a binding order for the products and services pursuant to the terms and fees set forth herein. You hereby agree to pay the Total Price, and authorize Liid Oy to charge the Total Price as per the Billing Schedule and upon renewal (as applicable). All prices are in US Dollars ($) and exclusive of any applicable taxes. By clicking on Checkout, you have agreed to be bound by all the terms and conditions published by Liid in “Liid General Terms and Conditions of Use”.

1. General
   
   1.1 These General Terms and Conditions of Use (“T&C”) constitutes the entire “Agreement” between the parties. This Agreement shall govern the Customer’s access to and use of the Liid products and services purchased by the Customer as listed on the Subscription page in the Online dashboard.  (collectively, “Liid Services”). The Liid Services are provided by Liid Oy (“Liid”) and its third party providers, as applicable, on and through the Salestrail mobile application, Salestrail Recorder APK and Salestrail Dashboard. 
2. Right of Use
   
   2.1 Customer is obligated to access and use the Liid Services, and any content accessed by or provided therein, in accordance with all applicable laws, rules and regulations and agrees to Liid’s Privacy Policy. Liid reserves the right to make changes to its policies and the Liid Services at any time.
   
   

   2.2 The Customer is responsible for following the applicable laws, rules and regulations regarding call tracking and call recording (when applicable) in the jurisdiction both the caller and the receiver are from. Liid Oy cannot be held responsible for the lawfulness of recording calls.

   
   
   
3. Prerequisites
   
   3.1 Customer shall be responsible for obtaining and maintaining all hardware, software, communications equipment and network infrastructures required to access and use the Liid Services.
4. Accounts and Passwords
   
   4.1 Customer will receive the necessary login details and passwords to set up, log in to and/or access the Liid Services. Customer shall have sole responsibility for all activities relating to such Customer’s account and shall immediately inform Liid of any unauthorized use of the Customer’s account.
5. Invoicing and Payment
   
   5.1 Prior to the start of the Initial Term, Customer will be invoiced for the full amount due as according to the Billing Schedule. Except as provided in Section 5.4 below, payment obligations are non-cancellable.
   
   5.2 Unless otherwise stated, Liid’s fees do not include any taxes, levies, duties or similar governmental assessments of any nature, including but not limited to value-added, sales and use, or withholding taxes, assessable by any local, state, provincial, federal or foreign jurisdiction (collectively, “Taxes”). Customer is responsible for paying all Taxes associated with its purchase of Liid Services. If Liid has the legal obligation to pay or collect Taxes for which Customer is responsible, the appropriate amount shall be invoiced to and paid by Customer, unless Customer provides Liid with a valid tax exemption certificate from the appropriate taxing authority.
   
   5.3 Unless otherwise agreed in writing, all discounts given upon purchase are only valid for the Initial Term.
   
   5.4 If Customer is in breach of this Section, Liid shall be entitled to charge default interest on the outstanding fees in the maximum amount allowable by law and/or suspend or terminate access to the Liid Services at its sole option, with or without notice to Customer. Additional claims for payment default remain reserved.
   
   5.5 In the event Liid materially breaches this Agreement, and such breach remains uncured for a period of thirty (30) days after written notice from Customer, Customer shall be entitled to a pro-rata refund for the portion of the then-current term that has been pre-paid and is subject to the material breach and remains uncured.
   
   
6. Duration and Cancellation
   
   6.1 The Agreement shall commence upon purchase and shall continue until terminated by either party in accordance with the Agreement. Each LiiD Authorisation Form shall set forth the initial term for the Services licensed thereunder (the “Initial Term”). 
   The Customer may cancel a monthly subscription by giving Liid at least thirty (30) days notice in writing. The cancellation shall be given in writing to the following address: support@liid.com.
   The Customer may cancel an annual subscriptions by giving Liid at least ninety (90) days notice before renewal. The cancellation shall be given in writing to the following address: support@liid.com. The annual subscription shall automatically renew for successive one (1) year periods (each, a “Renewal Term”, and together with the Initial Term, the “Term”), unless either party notifies the other of its intention not to renew the annual subscription.
   Liid reserves the right to change product prices at any time with a thirty (30) days notice period.
   
   6.2 A timely cancellation according to Section 6.1 will become effective as of the end of the respective term. Upon expiration or termination of the Agreement, Customer’s access rights and all other rights granted under this Agreement shall expire. Termination of the Agreement shall not act as a waiver of any breach of the Agreement and shall not release a party from any liability for breach of such party’s obligations under the Agreement that occurred prior to the effective date of termination.
   
   6.3 In addition to other rights and remedies available to Liid, Liid is entitled to cancel the Agreement without notice if Customer violates essential or material obligations under the Agreement. Liid also reserves the right to cancel the Agreement without notice if a substantial decline in the asset situation of Customer occurs, if insolvency proceedings are opened for the assets of Customer or if such proceedings are rejected due to lack of assets.
   
   6.4 The following Sections shall survive the expiration, termination or cancellation of the Agreement in full force and effect: General, Intellectual Property, Data Use and Restrictions, Liability and Warranty, and Additional Provisions.
7. Intellectual Property
   
   7.1 Subject to applicable law, the content in the Liid Services, except for content created by users and third parties if any, including without limitation, software, code, forms, text and other materials, trademarks, service marks or logos contained therein (“Marks”), are owned by or licensed to Liid. Customer’s use of the Liid Services is limited to the rights granted to Customer under this Agreement and Liid reserves all rights not expressly granted herein.
8. Data Use and Restrictions
   
   8.1 The rights granted to the Customer under this Agreement do not include any resale of any portion of the Liid Services or its contents; any collection and use of any derivative of the Liid Services or its contents; any downloading or copying of account information for the benefit of another company or party; or any use of data mining, robots, or similar data gathering and extraction tools. The Liid Services or any portion of the Liid Services may not be reproduced, duplicated, copied, sold, resold, visited, or otherwise exploited for any purpose inconsistent with the limited rights granted to Customer under this Agreement. Customer may not frame or utilize framing techniques to enclose any trade mark, logo, or other Liid generated content, or use meta tags or any other “hidden text” or data elements utilizing Liid’s name or trademarks without express written consent by Liid. Liid shall in no way be responsible or liable for unauthorized use or disclosure of personal information by the Customer.
9. Liability and Warranty
   
   9.1 To the maximum extent permitted by applicable law, either party’s total, aggregate liability arising out of or in connection with this Agreement shall in no event exceed the total amount of payments due by Customer to Liid during the initial term or the then applicable renewal term of the Agreement.
   
   9.2 To the maximum extent permitted by applicable law, in no event shall either party be liable for any, indirect, incidental, special, consequential or exemplary damages, however caused and under any theory of liability arising out of or in connection with this Agreement. This shall include, but not be limited to, any loss of; profit, goodwill or business reputation, any loss of data suffered, cost of procurement of substitute goods or services, or other intangible loss.
   
   9.3 Liid warrants that it has the legal power and authority to enter into this Agreement. Except as provided herein, Liid provides the Liid Services "as is" without any warranty or condition of any kind, express or implied. Liid does not guarantee uninterrupted, secure or error-free operation of the Liid Services. Liid makes no representation or warranty as to the accuracy, timeliness, quality, completeness, suitability or reliability of any information or data accessed on or through the Liid Services. No information obtained from Liid or through the Liid Services, whether oral or written, shall create any warranty not expressly stated in this Agreement.
10. Operating Hours and System Maintenance
    
    10.1 Liid shall use commercially reasonable efforts to ensure that the Customer receives uninterrupted and continuing service throughout the term of the Agreement.
    
    10.2 Notwithstanding Section 10.1, Liid may need to carry out routine maintenance or urgent maintenance or the Liid Services may become unavailable for reasons not within Liid’s control. In such case, Liid shall use commercially reasonable efforts to inform the Customer of any downtime and restore the Liid Services as soon as reasonably practicable. In the event Liid fails to use commercially reasonable efforts and the Liid Services remain unavailable to Customer for more than five (5) business days of Customer first notifying Liid of such unavailability, Liid will issue to Customer a credit in an amount equal to the prorated charges of one day’s usage fees for every day that the Liid Services are unavailable for the Customer.
11. Additional Provisions
    
    11.1 The Agreement will be governed by and interpreted in accordance with the laws of the jurisdiction where Liid is located.
    To the extent allowed by law, Customer irrevocably agrees all disputes arising out of or in connection with this Agreement shall be finally settled by binding arbitration under the Arbitration Rules of the Finnish Central Chamber of Commerce by one arbitrator appointed in accordance with the said Rules. The place of arbitration shall be Finland. The language of the arbitral proceedings shall be English (or as determined between the parties). Judgement upon any award(s) rendered by the arbitrator may be entered in any court having jurisdiction thereof. The arbitrator is authorized to include in the award an allocation to any party of such costs and expenses, including reasonable attorneys’ fees, as the arbitrator shall deem reasonable.
    
    11.2 A party’s waiver of a breach or default by the other party of any provision of the Agreement shall not be construed as a waiver of any succeeding breach or default by the other party, nor shall a party’s failure to exercise or enforce any right or provision of the Agreement be deemed to be a waiver of such right or provision.
    
    11.3 Invalidity of any specific provision of this Agreement shall not affect the validity of the remaining provisions. Any invalid provision shall be replaced by a valid provision, which comes as close as possible to the intent of the invalid provision.
    
    11.4 Neither this Agreement nor any obligation or right hereunder may be assigned or transferred by either party without the prior written consent of the other party, which consent shall not be unreasonably withheld; provided, however, that both parties may assign this Agreement in whole without the other party’s prior consent to a successor in interest in connection with a merger, acquisition or sale of all or substantially all of its assets to which this Agreement relates on condition that such successor in interest agrees in writing to comply with all terms and conditions of this Agreement.
    
    11.5 Both parties acknowledge and agree that this Agreement constitutes the entire agreement between the parties with regard to the subject matter herein. Any other terms and conditions, including, without limitation, terms and conditions on or attached to a purchase order, vendor registration documents, tenders or request for proposals are void and shall be of no force and effect regardless of whether they are delivered to Liid prior to, concurrently, or after the execution of this Agreement. Performance by Liid with respect to the Liid Services shall not constitute acceptance of any additional or alternative terms and conditions nor shall a failure to act on said additional terms and conditions constitute acceptance of the provisions contained therein.
    
    11.6 This Agreement may only be amended in writing signed by an authorized representative of both parties.
    
    11.7 Customer and Liid agree that notices may be sent by electronic mail, to the electronic mail address indicated here, or then- current electronic mail address provided by a party to the other party and designated as the proper electronic mail address, and agree that notices are deemed received forty-eight (48) hours after transmission. Each party agrees that any electronic communication will satisfy any legal communication requirements, including all such communication required by applicable laws to be in writing.

Personal Data Processsing Agreement

1. Introduction
   This Personal Data Processing agreement (”Annex”) is an inseparable part of the agreement between Liid Oy (”Provider”) and The company making the purchase (”Customer”) on the date the purchase was made, concerning [The LiiD ]-services (”Agreement”).
   The purpose of this Annex is to agree on the privacy and data protection of the Personal Data of the Controller in the services of the Provider. This Annex constitutes a written agreement in accordance with the EU General Data Protection Regulation (679/2016) (“Regulation”) concerning the processing of personal data. Those obligations and rights that are directly based on the EU General Data Protection Regulation shall enter into force only when the application of the EU General Data Protection begins on 25 May 2018.
   If the terms concerning the Processing of Personal Data of the Annex and the Agreement are in conflict, the parties shall primarily apply the terms of this Annex.
2. Definitions
   In accordance with the EU General Data Protection Regulation, the terms below are defined as follows:
   
   “Controller” shall mean the Customer or the Customer’s client, who shall define the purposes and methods of Personal Data Processing.
   “Processor” shall mean the Provider, who shall Process Personal Data on behalf of the Controller based on the Agreement.
   
   “Processing” or “Processing Activities” shall mean any operation or set of operation which is performed on Personal Data or sets of personal data using automated means or manually, such as data collection, recording, organization, structuring, storage, adaptation or alteration, retrieval, consultation, use, disclosure by transmission, dissemination or otherwise making available, alignment or combination, restriction, erasure or destruction.
   
   “Personal Data” shall mean any information relating to an identified or identifiable natural person, hereafter ”Data Subject”; an identifiable natural person is one who can be identified, directly or indirectly, in particular by reference to an identifier such as a name, an identification number, location data, an online identifier or to one or more factors specific to the physical, physiological, genetic, mental, economic, cultural or social identity of that natural person.
   
   “Personal Data Breach” shall mean a breach of security leading to the accidental or unlawful destruction, loss, alteration, unauthorized disclosure of, or access to, Personal Data transmitted, stored or otherwise Processed.
3. Data Protection and Processing Personal Data
   3.1 Obligations of the Provider and the Customer
   The Provider shall process the Personal Data of the Controller on behalf of, and commissioned by the Customer, on the grounds of the Agreement. The Personal Data that the Provider Processes may relate to, e.g. employees or customers. The Customer or the Customer’s client shall be the Controller and the Provider shall be the Processor of the Personal Data Processed in the service. The parties undertake to abide by the legislation, decrees and authority orders and guidelines concerning Processing of Personal Data in force from time to time both in Finland and EU.
   The Controller shall be liable for having the necessary rights and justifications, and for having obtained the necessary consents for the Processing of Personal Data. The Controller shall be liable for drafting the privacy policy and informing the Data Subjects. The Customer is responsible for the validity of the personal data is has delivered to the Provider.
   The Controller is entitled and obligated to define the purpose and methods of the Processing of Personal Data. The subject, character and purpose of Processing is defined in more detail in the Agreement. The types of Personal Data and sets of data subjects Processed in the services have been defined in the form specifying the Processing operations, Annex 1.
   The Provider is entitled to Process the Personal Data and other data of the Controller only on the grounds of the Agreement, this Annex and according to the written guidelines of the Customer and only to the extent and in a manner, it is necessary in order to provide services. The Provider shall notify the Customer if any conflict with the data protection legislation of EU or Finland is detected in the guidelines and in such a case, the Provider may immediately decline and stop the application of the guidelines of the Customer.
   The Provider shall maintain the service description or other record of the Processing Activities of the service in cases where it is required to do so by the EU General Data Protection Regulation. The Provider is entitled to collect anonymous and statistic data of the use of the services pursuant to the Agreement, that does not specify the Customer nor data subjects and uses it for analyzing and developing its services.
   3.2 Deletion or Returning of Data
   After the expiry of the Agreement, the Provider shall return or delete, according to the guidelines of the Customer, all the personal data of the Controller and delete all duplicates, unless applicable legislation requires the retention of the Personal Data.
   3.3 Subcontractors
   The Provider may use subcontractors for Processing the Controller’s Personal Data. The Provider is responsible for its subcontractor’s actions as for its own and shall draft written agreements with the subcontractors concerning the Processing of Personal Data. If requested, the Provider shall inform the Customer beforehand of subcontractors the Provider intends to use in processing the personal data pursuant to the Agreement. The Customer is entitled to oppose the use of a new subcontractor on reasonable grounds. If the Parties are unable to reach an agreement concerning the use of a new subcontractor, the Customer is entitled to terminate the Agreement with thirty (30) days’ notice, in so far as the change of subcontractor affects the Processing of Personal Data pursuant to the Agreement.
   3.4 Provider’s Obligation to Provide Assistance
   The Provider shall immediately forward all requests to inspect, rectify, erase or object to the Processing of Personal Data or other requests received from the Data Subjects, to the Customer. If requested by the Customer, the Provider shall support the Customer in fulfilling the requests of the Data Subjects.
   The Provider is obligated, taking into account the nature of the Processing of Personal Data and the data available, to assist the Customer in ensuring that the Customer complies with its legal obligations. These obligations may include requirements related to data security, notifying of data breaches, data protection impact assessments as well as obligations regarding prior consultations. The Provider is obligated to assist the Customer only to the extent that applicable legislation obligates the Processor of Personal Data. Unless otherwise agreed, the Provider is entitled to invoice the expenses incurred from action pursuant to this section 3.4 according to the Provider’s valid price list.
   The Provider shall forward all inquiries made by data protection authorities directly to the Customer and shall await further guidance from the Customer. Unless otherwise agreed, the Provider is not authorized to represent the Customer or act on behalf of the Customer in relation to the authorities supervising the Customer. 
4. Processing Taking Place Outside EU/EEA
   The Provider and its subcontractors may Process personal data outside the EU/EEA area. In case such transfers or Processing take place, the Provider ensures that the EU Commission standard contractual clauses 2010/87/EU concerning the transfer of Personal Data to outside the EU/EEA, or a similar legal safeguard approved by the Regulation, will apply to such transfer or Processing.
   By signing the Liid Authorization form the Customer grants a power of attorney to the Provider to represent the Customer in signing the contractual clauses on behalf of and in the name of the Customer. Furthermore, the Customer explicitly accepts that the Provider may also represent the subcontractor in question in relation to the contractual clauses.
5. Auditing
   The Customer or an auditor authorized by the Customer (however, not a competitor of the Provider) is entitled to audit the activities pursuant to the Annex. The Parties shall agree on the time of the auditing and other details ahead of time and at latest 14 days before the inspection. The auditing shall be carried out in a way that does not impede the obligations of the Provider or its subcontractors in regard to third parties. The representatives of the Customer and the auditor must sign conventional non-disclosure commitments.
   The Customer shall be responsible for its own and the Provider’s expenses caused by the auditing. If notable defects are perceived during auditing, the Provider shall be liable for the costs incurred from the auditing.
6. Data Security
   The Provider shall implement the appropriate technical and organizational measures to protect the Personal Data of the Controller, taking into account all the risks of Processing, especially the unintentional or illegal destruction, loss, alteration, unauthorized disclosures or access to Personal Data that has been transferred, saved or otherwise Processed. When organizing the security measures, the technical options and their costs shall be assessed in relation to the special risks of the Processing at hand and the sensitivity of the Personal Data Processed.
   The Customer shall be obligated to ensure that the Provider is notified of all the circumstances concerning the Personal Data the Customer has delivered, such as risk assessments and the Processing of special sets of Data Subjects that affect the technical and organizational measures pursuant to this Annex. The Provider shall ensure that the personnel of the Provider or a subcontractor of the Provider shall abide by the appropriate non-disclosure commitments.
7. Data Breaches
   The Provider must notify the Customer of all Personal Data Breaches without undue delay after receiving information of the breach or after a subcontractor of the Provider has received information of the breach.
   If requested by the Customer, the Provider shall, without undue delay give the Customer all relevant information concerning the data breach. In so far as the information in question is available to the Provider, the Provider shall describe at least the following to the customer: 
   (a)the occurred data breach,
   (b)if possible, the sets of data subjects and the number thereof, as well as the sets of personal data types and estimated numbers, 
   (c)a description of the likely consequences caused by the data breach, and 
   (d)a description of reparative measures, that the Provider has implemented or shall implement in order to prevent data breaches in the future, and if necessary, the measures to minimize the harmful effects of the data breach.
   The Provider shall document and report the results of the inquiry and the implemented measures to the Customer.
   The Customer shall be liable for the necessary notifications to the data protection authorities. 
8. Other Provisions
   If any tangible or intangible damage is caused to a person due to a breach against the EU General Data Protection Regulation or the Annex, the Provider shall be liable for the damage only in so far that it has not explicitly abided by the obligations directed to Personal Data Processors in the EU General Data Protection Regulation or this Annex. 
   Both parties are obligated to pay only the part of the damages or administrative fine that corresponds to the liability for damage confirmed in the final decision of a data protection authority or a court of law. In all cases the liability of the parties shall be determined pursuant to the Agreement.
   The Provider shall notify the Customer in writing of all changes that may affect its ability or chances to abide by this Annex and the written guidance of the Customer. The Parties shall agree on all additions and amendments to this Annex writing.
   This Annex shall enter into force after both parties have signed the Liid authorization form. The Annex shall remain in force (i) as long as the Agreement is in force or (ii) the parties have obligations concerning personal data processing activities towards one another.
   Those obligation that due to their nature are meant to survive the expiry of this Annex shall remain in force after the expiry of the Annex. 

ANNEXES

1. Processing specification form (ANNEX 1)

Global Version: Revised May 2018

LIID FOR CRM – PERSONAL DATA PROCESSING AGREEMENT

1. Introduction

This Personal Data Processing agreement (”Annex”) is an inseparable part of the General Terms and Conditions of Use entered into between Liid Oy (”Provider”) and you (”Customer”) at the time you have downloaded the Application titled “Liid for CRM” and accepted the aforementioned Terms and Conditions (”Agreement”).

The purpose of this Annex is to agree on the privacy and data protection of the Personal Data of the Controller in the services of the Provider. This Annex constitutes a written agreement in accordance with the EU General Data Protection Regulation (679/2016) (“Regulation”) concerning the processing of personal data. Those obligations and rights that are directly based on the EU General Data Protection Regulation shall enter into force only when the application of the EU General Data Protection begins on 25 May 2018.

If the terms concerning the Processing of Personal Data of the Annex and the Agreement are in conflict, the parties shall primarily apply the terms of this Annex.

2. Definitions

In accordance with the EU General Data Protection Regulation, the terms below are defined as follows:

“Controller” shall mean the Customer or the Customer’s client, who shall define the purposes and methods of Personal Data Processing.

“Processor” shall mean the Provider, who shall Process Personal Data on behalf of the Controller based on the Agreement.

“Processing” or “Processing Activities” shall mean any operation or set of operation which is performed on Personal Data or sets of personal data using automated means or manually, such as data collection, recording, organization, structuring, storage, adaptation or alteration, retrieval, consultation, use, disclosure by transmission, dissemination or otherwise making available, alignment or combination, restriction, erasure or destruction.

“Personal Data” shall mean any information relating to an identified or identifiable natural person, hereafter ”Data Subject”; an identifiable natural person is one who can be identified, directly or indirectly, in particular by reference to an identifier such as a name, an identification number, location data, an online identifier or to one or more factors specific to the physical, physiological, genetic, mental, economic, cultural or social identity of that natural person.

“Personal Data Breach” shall mean a breach of security leading to the accidental or unlawful destruction, loss, alteration, unauthorized disclosure of, or access to, Personal Data transmitted, stored or otherwise Processed.

3. Data Protection and Processing Personal Data

3.1 Obligations of the Provider and Customer

The Provider shall process the Personal Data of the Controller on behalf of, and commissioned by the Customer, on the grounds of the Agreement. The Personal Data that the Provider Processes may relate to, e.g. employees or customers. The Customer or the Customer’s client shall be the Controller and the Provider shall be the Processor of the Personal Data Processed in the service. The parties undertake to abide by the legislation, decrees and authority orders and guidelines concerning Processing of Personal Data in force from time to time both in Finland and EU.

The Controller shall be liable for having the necessary rights and justifications, and for having obtained the necessary consents for the Processing of Personal Data. The Controller shall be liable for drafting the privacy policy and informing the Data Subjects. The Customer is responsible for the validity of the personal data is has delivered to the Provider.

The Controller is entitled and obligated to define the purpose and methods of the Processing of Personal Data. The subject, character and purpose of Processing is defined in more detail in the Agreement. The types of Personal Data and sets of data subjects Processed in the services have been defined in the form specifying the Processing operations, Annex 1.

The Provider is entitled to Process the Personal Data and other data of the Controller only on the grounds of the Agreement, this Annex and according to the written guidelines of the Customer and only to the extent and in a manner, it is necessary in order to provide services. The Provider shall notify the Customer if any conflict with the data protection legislation of EU or Finland is detected in the guidelines and in such a case, the Provider may immediately decline and stop the application of the guidelines of the Customer.

The Provider shall maintain the service description or other record of the Processing Activities of the service in cases where it is required to do so by the EU General Data Protection Regulation. The Provider is entitled to collect anonymous and statistic data of the use of the services pursuant to the Agreement, that does not specify the Customer nor data subjects and uses it for analyzing and developing its services.

3.2 Deletion or Returning Data

After the expiry of the Agreement, the Provider shall return or delete, according to the guidelines of the Customer, all the personal data of the Controller and delete all duplicates, unless applicable legislation requires the retention of the Personal Data.

3.3 Subcontractors

The Provider may use subcontractors for Processing the Controller’s Personal Data. The Provider is responsible for its subcontractor’s actions as for its own and shall draft written agreements with the subcontractors concerning the Processing of Personal Data. If requested, the Provider shall inform the Customer beforehand of subcontractors the Provider intends to use in processing the personal data pursuant to the Agreement. The Customer is entitled to oppose the use of a new subcontractor on reasonable grounds. If the Parties are unable to reach an agreement concerning the use of a new subcontractor, the Customer is entitled to terminate the Agreement with thirty (30) days’ notice, in so far as the change of subcontractor affects the Processing of Personal Data pursuant to the Agreement.

3.4 Provider’s Obligation to Provide Assistance

The Provider shall immediately forward all requests to inspect, rectify, erase or object to the Processing of Personal Data or other requests received from the Data Subjects, to the Customer. If requested by the Customer, the Provider shall support the Customer in fulfilling the requests of the Data Subjects.

The Provider is obligated, taking into account the nature of the Processing of Personal Data and the data available, to assist the Customer in ensuring that the Customer complies with its legal obligations. These obligations may include requirements related to data security, notifying of data breaches, data protection impact assessments as well as obligations regarding prior consultations. The Provider is obligated to assist the Customer only to the extent that applicable legislation obligates the Processor of Personal Data. Unless otherwise agreed, the Provider is entitled to invoice the expenses incurred from action pursuant to this section 3.4 according to the Provider’s valid price list.

The Provider shall forward all inquiries made by data protection authorities directly to the Customer and shall await further guidance from the Customer. Unless otherwise agreed, the Provider is not authorized to represent the Customer or act on behalf of the Customer in relation to the authorities supervising the Customer.

4. Processing Taking Place Outside EU/EAA

The Provider and its subcontractors may Process personal data outside the EU/EEA area. In case such transfers or Processing take place, the Provider ensures that the EU Commission standard contractual clauses 2010/87/EU concerning the transfer of Personal Data to outside the EU/EEA, or a similar legal safeguard approved by the Regulation, will apply to such transfer or Processing.

By signing this Annex the Customer grants a power of attorney to the Provider to represent the Customer in signing the contractual clauses on behalf of and in the name of the Customer. Furthermore, the Customer explicitly accepts that the Provider may also represent the subcontractor in question in relation to the contractual clauses.

5. Auditing

The Customer or an auditor authorized by the Customer (however, not a competitor of the Provider) is entitled to audit the activities pursuant to the Annex. The Parties shall agree on the time of the auditing and other details ahead of time and at latest 14 days before the inspection. The auditing shall be carried out in a way that does not impede the obligations of the Provider or its subcontractors in regard to third parties. The representatives of the Customer and the auditor must sign conventional non-disclosure commitments.

The Customer shall be responsible for its own and the Provider’s expenses caused by the auditing. If notable defects are perceived during auditing, the Provider shall be liable for the costs incurred from the auditing.

6. Data Security

The Provider shall implement the appropriate technical and organizational measures to protect the Personal Data of the Controller, taking into account all the risks of Processing, especially the unintentional or illegal destruction, loss, alteration, unauthorized disclosures or access to Personal Data that has been transferred, saved or otherwise Processed. When organizing the security measures, the technical options and their costs shall be assessed in relation to the special risks of the Processing at hand and the sensitivity of the Personal Data Processed.

The Customer shall be obligated to ensure that the Provider is notified of all the circumstances concerning the Personal Data the Customer has delivered, such as risk assessments and the Processing of special sets of Data Subjects that affect the technical and organizational measures pursuant to this Annex. The Provider shall ensure that the personnel of the Provider or a subcontractor of the Provider shall abide by the appropriate non-disclosure commitments.

7. Data Breaches

The Provider must notify the Customer of all Personal Data Breaches without undue delay (within 72 hours) after receiving information of the breach or after a subcontractor of the Provider has received information of the breach.

If requested by the Customer, the Provider shall, without undue delay give the Customer all relevant information concerning the data breach. In so far as the information in question is available to the Provider, the Provider shall describe at least the following to the customer:

(a) the occurred data breach,

(b) if possible, the sets of data subjects and the number thereof, as well as the sets of personal data types and estimated numbers,

(c) a description of the likely consequences caused by the data breach, and

(d) a description of reparative measures, that the Provider has implemented or shall implement in order to prevent data breaches in the future, and if necessary, the measures to minimize the harmful effects of the data breach.

The Provider shall document and report the results of the inquiry and the implemented measures to the Customer.

The Customer shall be liable for the necessary notifications to the data protection authorities.

8. Other Provisions

If any tangible or intangible damage is caused to a person due to a breach against the EU General Data Protection Regulation or the Annex, the Provider shall be liable for the damage only in so far that it has not explicitly abided by the obligations directed to Personal Data Processors in the EU General Data Protection Regulation or this Annex.

Both parties are obligated to pay only the part of the damages or administrative fine that corresponds to the liability for damage confirmed in the final decision of a data protection authority or a court of law. In all cases the liability of the parties shall be determined pursuant to the Agreement.
The Provider shall notify the Customer in writing of all changes that may affect its ability or chances to abide by this Annex and the written guidance of the Customer. The Parties shall agree on all additions and amendments to this Annex writing.

This Annex shall enter into force after both parties have signed it. The Annex shall remain in force (i) as long as the Agreement is in force or (ii) the parties have obligations concerning personal data processing activities towards one another.

Those obligation that due to their nature are meant to survive the expiry of this Annex shall remain in force after the expiry of the Annex.

Annex – Data Processing Specification

1. Applicability

This Processing specification form is an inseparable part of the Annex concerning Personal Data Processing. The Processing Specification Form specifies a processing assignment the Processor performs for the benefit of the Controller in the manner provided for in the Agreement and this Annex.

2. Services

The Processing shall concern the following services of Automation and Enrichment of LiiD customer company’s CRM data.

3. Geographical Location of Personal Data

The Personal Data is processed both inside and outside the EU/EEA area, including but not limited to United States of America.

4. Sets of Data Subjects

The Personal Data Processed concerns the following sets of Data Subjects:

LiiD customer company’s employees

LiiD Application Users

Contact persons of the LiiD customer’s clients

Consumer clients of the LiiD customer

5. Types of Personal Data

Types of personal data processed may be e.g. customer data, and the supplier’s data, such as name, title, home address, telephone number, e-mail address, date of birth, gender, customer number, purchasing and service use history; as well as financial data; employee and personnel data; as well as IT-management data, such as system data concerning offered service, including technical identification, user names, location, contact information, and technical actions concerning offered services, such as system and application log data and security log data, premises and system surveillance data and data of data security breaches. Note the collection of social security numbers or background checks in this section.

The Personal Data Processed in the service consists of the following types of Personal Data:

Name

Company

Title

Email address

Phone number

Address and other contact information

Information related to activities with customers such as phone calls, email conversations and calendar appointments

CONTACT INFORMATION

If you have any questions about the Personal Data Processing Agreement, please email us at info@liid.com.

Last updated: Aug 2024