Terms and Conditions

Last updated: January 1, 2025

1. General provisions

These terms and conditions ("Terms") govern the commercial relationship between Foundbase ApS, CVR no. 45833844, with address Brandts Passage 29, 1, 5000 Odense C ("Company", "we", "us") and our customers ("Customer", "you").

These Terms apply to all commercial transactions, including the sale of software licenses, subscription services, and related products and services.

2. Applicability

These Terms apply to all commercial agreements entered into between the Company and the Customer, unless otherwise agreed in writing.

The Terms supplement but do not replace our Terms of Service and Privacy Policy, which continue to apply to the use of our software and services.

3. Products and services

3.1 Software licenses

We grant you a non-exclusive, non-transferable license to use our software products in accordance with the terms specified in your agreement.

3.2 Subscription services

Subscription services are provided on a recurring basis and include access to software features, updates, and support as specified in your subscription plan.

3.3 Custom services

Custom development, consulting, and implementation services are provided according to separate service agreements.

4. Pricing and payment

4.1 Pricing

All prices are stated in Danish Kroner (DKK) and are exclusive of VAT unless otherwise specified. Prices are subject to change with 30 days' notice.

4.2 Payment terms

Payment is due within 30 days of invoice date unless otherwise agreed. For subscription services, payment is due in advance for each billing period.

4.3 Late payment

Late payments may incur interest charges at the rate of 1.5% per month. We reserve the right to suspend services for overdue accounts.

5. Delivery and implementation

5.1 Software delivery

Software is delivered electronically through our platform. Access credentials will be provided upon payment confirmation.

5.2 Implementation

Implementation services, if included, will be performed according to the agreed timeline and specifications.

5.3 Customer responsibilities

The Customer is responsible for providing necessary information, access, and resources required for successful implementation.

6. Support and maintenance

6.1 Support levels

Support is provided according to your subscription plan:

  • Free tier: Community support and documentation
  • Paid tiers: Email support with response times according to plan
  • Enterprise: Priority support with dedicated account manager

6.2 Software updates

Software updates and bug fixes are included in subscription services. Major version upgrades may require additional fees.

7. Warranties

7.1 Software warranty

We warrant that our software will perform substantially in accordance with its documentation for a period of 90 days from delivery.

7.2 Warranty limitations

The warranty does not cover issues caused by misuse, unauthorized modifications, or third-party software conflicts.

8. Limitation of liability

Our liability for damages is limited to the amount paid by the Customer in the twelve months preceding the claim.

We are not liable for indirect damages, loss of profits, or consequential damages unless caused by gross negligence or willful misconduct.

9. Intellectual property

9.1 Our rights

All intellectual property rights in our software and services remain with us. The Customer receives only the usage rights specified in the license agreement.

9.2 Customer data

The Customer retains ownership of their data. We may use anonymized data for improving our services.

10. Confidentiality

Both parties agree to maintain confidentiality of proprietary information disclosed during the business relationship.

This obligation survives termination of the agreement and continues for a period of five years.

11. Data protection

We process personal data in accordance with GDPR and our Privacy Policy. When acting as a data processor, we will enter into a Data Processing Agreement.

The Customer is responsible for ensuring they have the necessary legal basis for data processing.

12. Termination

12.1 Termination rights

Either party may terminate the agreement with 30 days' notice for subscription services. Immediate termination is possible for material breach.

12.2 Effect of termination

Upon termination, access to services will cease, and the Customer may export their data within 30 days.

13. Force majeure

Neither party shall be liable for delays or failures due to circumstances beyond their reasonable control, including natural disasters, war, or government actions.

14. Governing law and jurisdiction

These Terms are governed by Danish law. Any disputes shall be resolved by the Danish courts or through arbitration in accordance with Danish arbitration law.

The place of jurisdiction is Copenhagen, Denmark.

15. Contact information

For questions regarding these Terms and Conditions, please contact us:

Foundbase ApS

Pindstrupvej 28

8410 Rønde

CVR: 45833844

Email: info@foundbase.io

Phone: +45 2197 1384

These terms and conditions are governed by Danish law and are effective as of the last updated date.