Terms & Conditions

These Terms of Service along with any other terms and policies referenced herein, which are incorporated herein by reference, as amended from time to time (these “Terms”) are a binding legal contract between you (either individually, or on behalf of your employer or any other entity which you represent (“you”; or “your”) and Over.Site Sp Z o.o (“Over.Site” “Service Provider”; “Us”; “We”; “Our”), and explain the rules governing your use of Our website of https:over.site and any thereto related website(s) (the “Websites”) owned or operated by Us, as well as any templates, products, applications, modules, functions, tools, add-on features, or any other functions generally made available by Us to Our customers through the Websites (together with the Websites, the “Services”), regardless of through which means or systems you access such Services. You and Us jointly hereafter also referred to as the “Parties” and each a “Party”.

If you represent your employer or another entity (including a company which you own or control partially or wholly regardless of if it is your de jure employer), you hereby represent that you have full legal authority to bind your employer or such entity (as applicable) to these Terms. You agree that use of or access to the Services constitutes agreement to these Terms, either for yourself or on behalf of your employer or the respective entity as applicable, and these Terms shall bind you, your employer or such entity (as the case may be). Individuals under 18 years of age are not authorized to use the Services.

For the avoidance of doubt, if you or the entity which you represent enter into additional agreements with Us, such as an order form or a service level agreement, you agree that such additional agreement(s) are in addition to these Terms and, unless expressly stated otherwise either in these Terms or in such additional agreement, that these Terms hold precedent over such additional agreement(s).

  • Services Registration

When registering for the Services (through a user account or otherwise) and in future use thereof, you agree to provide accurate, current and complete information. You agree that you are responsible for keeping any password and username which you may have to create when registering for the Services confidential, and that we do not hold or take liability for any breach of your account which arises as a result of your inability to maintain such confidentiality. Access credentials are for your use only and you will not sell, transfer or sub-license them to any other entity or person, except to agents and/or subcontractors performing work on your behalf. By registering, you agree that you are fully responsible for all activities that occur under your username and password. We may assume that any communication We receive under your account has been made by you, unless you have notified Us in advance that your account has been compromised. If you are a workspace or organization owner or administrator, you agree that We are entitled to rely on your instructions within such capacity. If you provide (or We have reasonable grounds to believe that you provided) any inaccurate or incomplete information, We may suspend or terminate your access to the Services, in addition to exercising all rights and remedies allowed by law. You understand and agree that We may require you to provide information that may be used to confirm your identity and help ensure the security of your account. You agree that We may specify reasonable procedures in relevant documentation according to which you may establish and obtain access to and use of the features and functions of the Services.

  • Subsite Registration and Rights

If you represent your employer or another entity and are responsible for the registration of that employer or other entity with the Services, you will, when registering, be prompted to select a “subsite” name for your employer or entity which you control. This subsite name will be part of the URL-name and version of the website which you and anyone else in your organization use to access the Services or Websites. The subsite name will present through the following format: [your chosen subsite name].over.site – this will be your access point to and version of the Websites.

While you are free to choose any subsite name available, We reserve the right to at any time and for any reason change your chosen subsite name, which will after such change be your new version and access point to the Websites and Services. We do not need to provide you a reason for why We have made such change, however that We will to the extent reasonably practicable notify you either before or promptly after such change has been made. If We change your chosen subsite name and you are dissatisfied with the new name, you may contact Us and We will make reasonable efforts to find a good-faith solution and new subsite name for you. We are not obligated to reinstate your previous subsite name or otherwise comply with requests for specific subsite names.

  • License

Subject to your compliance with these Terms and due payment of applicable fees, we hereby grant you a limited, non-exclusive, non-sublicensable, non-transferable, time-limited and revocable right to access and use the Service solely for your business operations in a manner that complies with these Terms and all legal requirements that apply to you.

  • Our Content

The Services contain a variety of information, including visual content, data, text, software, photographs, graphics, video, messages, tutorials, courses, and other materials (collectively, “Content”), provided to you through the Services by us or third parties.

You may not distribute the Content commercially in any form. You may not use or disclose it or the site to any third parties except as expressly permitted by these Terms. We reserve the right to exercise all Our rights with regards to the Content, and also to modify or remove any Content at any time. Any opinions, advice, statements, assistance, services, offers, information or Content expressed or made available by third parties, are those of the respective authors for which we take no liability.

  • User Content

You may upload, post or otherwise provide certain Content in connection with your use of the Services (“User Content”). If you provide User Content, you warrant that: (i) it is your original work, or that you have all necessary rights and licenses to upload or distribute it to or through the Services; (ii) you are not violating any confidentiality obligations by submitting it to the Services; (iii) it does not violate or constitute the infringement of any intellectual property right, privacy right, or other proprietary right of any third party; and (iv) We will not take on legal liability or be subject to legal claims as a result of you uploading or distributing User Content.

When you provide User Content via the Services, you grant Us and third parties acting on Our behalf a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, sublicensable, transferable right and license to use, host, store, reproduce, modify, create derivative works of, communicate, publish, publicly display, publicly perform and distribute User Content for the purposes of allowing us to provide, improve, promote and protect the Services.

We reserve the right to remove User Content if we believe that it violates these Terms, may create liability for us or is otherwise unfit for the Services.

  • Intellectual Property Rights

Except for User Content, We and Our licensors exclusively own all right, title, and interest in and to all intellectual property rights in the Services and any related documentation. Nothing herein shall be construed as a transfer or assignment of Our rights. You agree to abide by all applicable copyright and other laws, as well as any additional copyright notices or restrictions contained in the Services. All present and future rights in and to trade secrets, patents, copyrights, trademarks, service marks, know-how, and other proprietary rights of any type under the laws of any governmental authority, domestic or foreign, including without limitation modifications, enhancements or derivative works of the foregoing as well as rights in and to all applications and registrations relating to the Services shall at all times be and remain the sole and exclusive property of Us. All rights not expressly granted to you herein are reserved.

Subject to these Terms, both Parties are free to use any general concepts, techniques, Feedback, and know-how provided to it, used by it, or developed in the course of this relationship, however that this shall not be interpreted as either Party waiving any intellectual property rights it may have in such materials.

  • Feedback

You may submit comments, information, ideas, data, methods, processes and other materials (collectively, “Feedback”) to Us, and you hereby grant a non-exclusive, unlimited, perpetual, irrevocable, royalty-free, transferable, sub-licensable, worldwide license to Us to exercise all now or later existing intellectual property rights or other rights of yours or others in the Feedback. You agree that We have no obligation to pay you or anyone else for the above specified license and that We may use Feedback for any purpose without any obligation to you. We reserve the right to remove any Feedback posted in Our public forums for any reason at our sole discretion.

  • Acceptable Use Policy 

You acknowledge and agree to comply with these Terms, including the following rules regarding acceptable use of the Services, and that you may only use the Services for its intended purposes.

You may not use the Services to distribute, carry out, promote or support:

  • fraudulent activities;

  • the impersonation of another person or entity or the misrepresentation of an affiliation with a person or entity;

  • the violation of any law or right of others, including but not limited to libel, defamation or harassment; or

  • vulgar, obscene, indecent or otherwise unsuitable material.

You may not:

  • access, tamper with, or use non-public areas of the Services, including third-party systems connected thereto;

  • probe, scan, or test the vulnerability of any system or network or circumvent any security measure implemented in the Services; or

  • interfere with or disrupt Our infrastructure or the access of any user, host or network.

Additionally, you may not grant, distribute or otherwise transfer any rights in the Services or Content.

If We, in our sole discretion, believe a violation of these Terms has occurred or may occur in the near future (including any breach of the Acceptable Use Policy laid out herein), we may suspend or terminate your access to the Services, without any liability to Us and in addition to any other remedies that may be available to Us.

  • Personal Data

For information about how We handle your personal data, please see Our Privacy Policy. Do not provide personal data about others unless you are legally authorized or required to do so by applicable law or you have received explicit consent for such disclosure. You agree that when using the Services, you are responsible for complying with applicable data protection, privacy laws and regulations, to the extent such legislation is applicable to your actions.

  • Customer Obligations

As conditions precedent to Our performance of Our obligations under these Terms, and for your access to the Service, you shall (without limitation): (i) fulfill all technical requirements for receiving and using the Services that may be necessary from time to time; (ii) obtain and maintain proper and sufficient licensing for third-party software as may be necessary from time to time to receive and use the Services; (iii) provide and maintain accurate and up to date information reasonably necessary for Us to perform Our obligations under these Terms, and to bill you applicable fees for the use of the Services; and (iv) comply with Our instructions regarding the use of the Service, including user guides and manuals, as provided from time to time.

  • Additional Services

In cases where you have entered into a so-called order form or with Us in which is e.g. regulated the number of licenses to the Services you or the entity you represent have access to, you may notify Us in writing if you wish to access or use additional rights or Services available within the Services and/or increase any limitation on any element(s) set out in the applicable order form, in which case We may in Our sole discretion agree to execute a new order form to include such changes, the pricing of which will be negotiated in good faith between Us and you at such time.

You may elect from time to time to obtain from Us additional services relating to the Services that are in addition to the available Services, including but not limited to, customized user training, specialized support, integration, enhancements, and development, pursuant to a statement of work (each, a “Statement of Work”; or “SOW”), which SOW will describe the fees, costs and expenses payable by you to Us, as well as any additional terms related to the performance of such services. We do not guarantee your access to such additional services, however if you notify Us of your desire for such specialized services, We will make a good-faith effort to provide them to you.

  • Payment

All amounts payable by you as agreed between you and Us in writing (collectively, the “Fees”), unless disputed by you in good faith, are due and payable within thirty (30) days of your receipt of the applicable invoice. If an undisputed Fee is not paid within ten (10) days after your receipt of a notice from Us of a past due charge, a late payment fee of five percent (5.0 %) of the balance due or the maximum amount permitted by law, whichever is lower, will be due and payable by you to Us for each month such invoice remains unpaid. You will not have any obligation to pay any disputed amount until thirty (30) days after such dispute has been resolved and the amount owed (if any) by you has been determined. In the event you dispute all or any portion of the Fees in any properly submitted invoice, both you and We shall engage in good faith efforts to promptly resolve any such dispute for thirty (30) days. We will continue to provide the Service and perform Our obligations until a resolution is reached, or these Terms are terminated.

If any undisputed amount remains unpaid for more than ten (10) days after its due date, We reserve the right to withhold deliveries and suspend provision of the Service in full until payment is received.

  • Subscription

The provision of and rights to the Services, as well as your payment obligations for the provision of such rights, will automatically renew and extend from the date you submit your initial payment and ongoing therefrom until termination. Your renewal period will be equal in time to the renewal period of your current subscription at any given time, meaning that if you are on a monthly subscription plan, each billable renewal period will be for one month. You may cancel the Services at any time, however you will not be issued a full or partial refund, except in our sole discretion, or if legally required.

If We, in Our sole discretion, change the applicable fees at any time, We will provide you with advance notice of such change, either via the Services or through applicable contact information which you have provided. If you don’t agree with a fee change, you have the right to reject the change by canceling the Service before your next payment date.

We use third-party payment processors to bill you. The processing of payments will be subject to the terms, conditions and other applicable policies of Our payment processor(s), in addition to these Terms. You agree to pay Us, through our payment processor(s), all charges at the prices then in effect for any purchase in accordance with the applicable payment terms.

  • Taxes

All fees are exclusive of applicable taxes, including VAT, sales tax, or its equivalent, unless explicitly stated otherwise. You will be responsible for all VAT, sales, use, excise, duties, tariffs, or any other form of taxes resulting from your use of the Services, and We may charge taxes in addition to the specified fees for the Services when required to do so. If We have an obligation to pay or collect indirect taxes (such as VAT) on the sale to you under the laws of your jurisdiction, you are liable for payment of any such indirect taxes.

  • Changes and restrictions on the Services

We may change, suspend or discontinue parts or all of the Services and their functionality as well as terminating, suspending, restricting or disabling your access to or use of parts or all of the Services. Additionally, to the extent allowed by applicable law, We may change Our eligibility criteria to use the Services. If such change is not permissible under your jurisdiction, We may revoke your license to use the Services.

  • Confidentiality

For the purposes of these Terms, “Confidential Information” means any and all technical, business, client or proprietary information including, but not limited to, business strategies and practices, algorithms, computer programs, methodologies, trade secrets, pricing, software, product plans, services, and client lists disclosed by one Party (the “Disclosing Party”) to the other Party (the “Receiving Party”), regardless of whether such information is marked “confidential” or similar, or which by its nature the Receiving Party should reasonably understand to be confidential information of the Disclosing Party.

During the Term and thereafter, the Parties will treat as confidential all Confidential Information of the other Party and will not use such Confidential Information except as expressly set forth herein and will not disclose such Confidential Information to any third party except as may be necessary and required in connection with the rights and obligations of such Party under these Terms. Both Parties will use at least the same degree of care which it uses to prevent the disclosure of its own Confidential Information to prevent the disclosure of Confidential Information disclosed to it by the other Party under this Agreement, but in no event less than reasonable care.

Confidential Information will not include Confidential Information that the Receiving Party can document and prove: (i) is or becomes generally available to the public through no action or inaction by the Receiving Party which would constitute a breach of this Section; (ii) was known by the Receiving Party or in the Receiving Party’s possession prior to receipt from the Disclosing Party; (iii) is disclosed with the prior written approval of the Disclosing Party; (iv) was independently developed by the Receiving Party without use of or reference to the Disclosing Party’s Confidential Information; or (v) becomes known to the Receiving Party from a third party without such third party thereby breaching any of its confidentiality obligations.

  • Limitation of Liability; Warranties

Except as otherwise provided in these Terms, in no event will Our total aggregate liability (including but not limited to claims for negligence, strict liability, breach of contract, misrepresentation, infringement, or other contract claims) arising out of or relating to these Terms, the Entire Agreement, or the provision of the Services exceed the total fees paid by you to Us during the most recent six (6) month period immediately preceding such claim or a sum of £500, whichever is lower.

You hereby waive all rights of recovery against Us on account of loss or damage to you or others under your control or for whom you are responsible to the extent such loss or damage is insured against under any of your insurance policies which is in force at the time of the loss or damage.

The Services’ functionality, assistance, consultation, activities, tutorials, courses and services provided through the Services by Us or third parties are provided by Us or third parties “as is” without any warranty or condition, and without the undertaking of any duty, of any kind, either expressed or implied, including, but not limited to, any (if applicable) warranties or conditions of merchantability and fitness for a particular purpose, all of which are expressly disclaimed. We do not warrant that the use of the Services will be uninterrupted or problem or error-free. The Services are provided: (i) with all faults, and the entire risk as to satisfactory quality, performance, accuracy and effort is with you; (ii) without any assurance or warranty regarding functionality, privacy, security, accuracy or availability; and (iii) without assurance or warranty regarding lack of negligence, interruption, viruses or of other harmful code, components or transmissions. You agree that you will obtain (including through download) any content entirely at your own risk, and you will be solely responsible for any resulting infringement, breach of contract, consequence or damage, including to your computer system or loss of data. For the avoidance of doubt, We expressly take no liability for any fault, interruption, error, or other issue with the Services which arises from third-party contingencies in the Services wherein the relevant third party has failed to perform their duties towards Us.

If your use of the Services requires you to comply with industry-specific regulations, you are solely responsible for such compliance and We take no liability for such use, except to the extent We have agreed otherwise with you in writing. You are not permitted to use the Services in any way that would subject Us to an industry-specific regulation, unless agreed otherwise with Us in writing.

You may elect to store passwords to other services than the Services within the Services. If you choose to do so, We warrant that We have implemented no less than industry standard, reasonable security measures for the purposes of the safety of those passwords. Please note that it is your responsibility to maintain confidentiality of your passwords outside the Services. Any liability We accrue for leaks of your passwords due to insufficient security measures is subject to the limitations on amounts as specified in this section.

  • Incidental or Other Damages

To the full extent allowed by applicable law, neither We nor any of Our third party licensors, will be liable to you or anyone else for any special, indirect, punitive, incidental, consequential, or for any other similar damages whatsoever that arise out of or are related to any aspect of the provision of the Services or to any breach of these Terms, even if advised of the possibility of such damages and even in the event of fault, tort (including negligence) or strict or products liability or misrepresentation.

  • Indemnification

You will defend, indemnify and hold Us and Our successors, parents, subsidiaries, affiliates, officers, directors, employees, users, and attorneys harmless from and against any and all losses, damages, costs, judgments, liabilities, and expenses (including reasonable attorneys’ fees court costs, and disbursements and costs of investigation, litigation, settlement, judgment, interest, fines and penalties) arising out of or relating to: (i) your use of the Services; (ii) your User Content; or (iii) any alleged or actual unauthorized use of the Services, or any breach or alleged breach by you of these Terms. We reserve the right, at Our own expense, to control exclusively the defense of any matter otherwise subject to indemnification by you and you will not settle any matter or otherwise prematurely conclude court proceedings without Our consent.

  • Third Party Services

The Services may contain products or services that are provided by third parties or links to websites of third parties. Such products or services are independent from Us and We do not control or endorse them. Any use of such third-party services or visits to linked sites are at your own risk and governed by applicable policies, and We take no liability for such third-party services and products.

  • EU Data Act Compliance

We strive to be compliant with applicable EU Data Act requirements to the extent they apply to the Services. If you believe that We are not currently providing you with a right or service which you believe that you are entitled to under the Data Act, please notify Us and we will address it as promptly as we are able to.

For definitions used in this Section (indicated by a word starting with a capital letter), please see “Final Report of the Expert Group on B2B data sharing and cloud computing contracts” which can be found here.

As part of Our efforts to be compliant with the Data Act, We offer a switching and exit plan which will be provided and agreed upon when you notify Us of your intention to use your switching rights under the Data Act. Such plan will include (i) details regarding switching and exit assistance, including the porting methods and formats, and steps required to carry out the switching process; (ii) the contact designated respectively by you and Us to carry out the plan; (iii) an estimate of the time needed to export and transfer the Data and Digital Assets out of Our environment; (iv) restrictions and technical limitations, including those arising from storage of Data outside of EU; (v) a description of the sequence of operations proposed by Us; and (vi) a description of the testing method proposed by Us if tests are carried out.

You must give Us a notice that you are initiating the switching, observing the Notice Period. If you wish to switch only with regard to certain Services, Data or Digital Assets, you must specify that in the switching notice. In such switching notice you may inform whether you intend to: (i) switch to a different Provider of Data Processing Services (in this case you should provide necessary details of the Destination Provider); (ii) switch to your on-premises ICT infrastructure; or (iii) not to switch but only erase your exportable Data and Digital Assets.

When We are unable to respect the agreed Transitional Period because it is not technically feasible, We undertake to: (i) notify you within 14 working days after receiving the notice for switching; (ii) indicate an alternative Transitional Period, which will not exceed seven (7) months from the date of your switching notice; and (iii) give justification for the technical unfeasibility.

We undertake to provide reasonable assistance to you and third parties authorized by you once the switching process starts and throughout its duration so that you can switch within the Mandatory Transitional Period. To this effect, We will: (i) provide capabilities, adequate information (including documentation necessary to complete switching) and technical support. If problems are detected, the Parties will in good faith analyze the causes and agree on solutions; (ii) act with due care to maintain business continuity and continue to provide the Services under these Terms; and (iii) maintain a high level of security throughout the switching process, in particular for the security of the data during their transfer.

You undertake to take all reasonable measures to achieve effective switching. You undertake to be responsible for the import and implementation of Data and Digital Assets in your own systems or in the systems of the Destination Provider. You or third parties authorized by you, including the Destination Provider, undertake to respect the intellectual property rights of any materials provided in the switching process by Us, as well as Our trade secrets. You undertake to provide access to and if necessary to sublicense the use of these materials to third parties or to the Destination Provider only insofar as necessary to complete the switching process until the end of the agreed Transitional Period, including the alternative Transitional Period, respecting at the same time the confidentiality commitments, as well as the intellectual property rights granted by Us. The charges to be paid by you for switching shall be commensurate with costs incurred by Us that are directly linked to the switching process, and will be specified once your switching notice has been delivered to Us and processed.

At the end of the agreed Retrieval Period, and if the switching process has been completed successfully, We undertakes to erase all Exportable Data and Digital Assets generated by you or related directly to you, and to confirm to you that We have done so, except for the personal Exportable Data which We are obligated to store under EU or local laws.

In accordance with applicable law, We will implement appropriate technical and organizational measures to ensure that: (i) a high level of security is maintained during the switching process; and (ii) We act with due care to maintain business continuity and continue to provide the Services through the switching process.

  • Governing Law and Jurisdiction

These Terms and your use of and access to the Services is governed by, and construed in accordance with, the substantive laws of the country of Poland without regard to the conflict of laws principles thereof and all disputes arising under or relating to these Terms or the Services shall be brought to the [COURT] as first venue. Should any legal action be commenced in connection with these Terms, the prevailing Party in such action shall be entitled to recover, in addition to court costs, such amount as the court may adjudge as reasonable attorneys’ fees or as otherwise set out under applicable law. In case of any dispute or legal claim, both Parties shall make reasonable good faith efforts to resolve any issues between them in an amicable manner, and shall only consider bringing legal action to a competent court if such reasonable good faith efforts are unsuccessful.

You hereby agree that legal remedies may be inadequate to enforce the provisions of these Terms or the Entire Agreement and that therefore, We may use equitable relief, including specific performance and injunctive relief, to enforce the provisions of these Terms, subject to a decision by a competent court.

  • Amendments

We may amend these Terms from time to time. If an amendment meaningfully impacts your rights hereunder, We will notify you either through relevant contact information which you have provided, or through the Services. Amendments will not apply retroactively. For the avoidance of doubt, claims or disputes brought under these Terms will be resolved in accordance with the Terms in effect at the time the claim or dispute is filed. By continuing to use or access the Services after you have been notified of an amendment, you agree to be bound by the amended Terms. If you do not agree to or cannot comply with the amended Terms, it is incumbent on you to cease your use of the Services.

  • Assignment

These Terms will be binding on the Parties and their respective successors and assigns. We may assign Our rights and obligations under these Terms without restriction. You may not assign these Terms without the prior written consent of Us, except in the event of any merger, sale of all or substantially all of your assets, or other similar transaction. Assignment is only allowed for either Party given that such Party or assign not be relieved of the assigning Party’s obligations under this Agreement. Any assignment made in breach of this Section will be void and of no effect.

  • Notices

We use the contact details that We have in Our records in connection with providing you notices. Notices that we provide you, in connection with these Terms or as relates to the Services, shall be provided through one of the following methods: posting on the Services, text, e-mail, phone, or overnight courier. Any notice to you will be deemed given upon the earlier of: (i) receipt; or (ii) 24 hours after delivery. Notices to us shall be provided to [contact information].

  • Force Majeure

We will not be liable to you for any loss, damage, delay or breach in performing any obligations under these Terms or as set out in the Services to the extent such failure results from any cause or event beyond Our control, including but not limited to acts of God, telecommunication or power suppliers, and acts or omissions of civil or military authorities. 

  • Entire Agreement 

These Terms, and any other written or oral agreement entered into between you and Us in relation hereto, including any order form, service level agreement, and/or any terms for individual parts or modules of the Services, constitute the entire agreement between you and Us regarding the Services (collectively the “Entire Agreement”).

The waiver or failure of either Party to exercise in any respect any right or remedy provided herein will not be deemed a waiver of any further right or remedy hereunder. Sections 4, 6-7, 16-19, 22, 27 and any other Section which by the nature of its construction is intended to survive will survive termination or cancellation of these Terms.

  • Severability

If any provision of these Terms is held to be illegal, invalid or unenforceable, in whole or in part, such provision or part thereof shall be deemed to form no part of these Terms, provided that the legality, validity and enforceability of the remainder of these Terms shall remain unaffected. The Parties shall in good faith agree on a legally valid and enforceable replacement provision that, to the greatest extent possible, achieves the Parties’ original intention of the disqualified provision or part thereof.

  • Subcontractors

It is acknowledged and agreed that We may engage subcontractors to perform the Service or other obligations under these Terms, provided, however, that We shall remain fully responsible for any act or omission of our subcontractors as if they were Our own.

  • Term and Termination

These Terms will apply for as long as you use or maintain access to the Services, or until terminated. You have no continuing right to use the Services and We may deny or suspend access or terminate or cancel these Terms with or without cause at any time. We may give notice of termination or cancellation in the same way that We may provide other notices. In such case, you will still be liable for obligations incurred before these Terms or access to the Services ended.

If you cancel your use of or access to the Services or otherwise terminate these Terms, which you can do via the Services, these Terms will stop applying to you, with the exception of those terms specified for survival of termination hereunder.

If We or you cancel your access to or use of the Services or otherwise terminate these Terms before the end of your then-applicable subscription term, you will retain access to the Services for the remainder of that term, and your access will cease once that applicable term is ended.

  • Termination under the EU Data Act

For information on definitions used hereunder, see Section 20. In accordance with the EU Data Act, these Terms will be considered terminated in the following circumstances: Where applicable, on the successful completion of the switching process (“Event A”), as specified in Section 20. Should Event A occur before the applicable Term expires, then the early termination fees set out in these Terms (specified above in Section 12 and 20) will apply; or at the end of the Maximum Notice Period where you do not wish to switch but to erase your exportable Data and Digital Assets on termination of the Services (“Event B”). Note that, if either Event A or Event B is ongoing but not yet completed when termination of these Terms or the Services occurs for other reasons, such termination will not take effect before Event A or Event B, as applicable, has fully occurred. The meaning of successful completion as used herein is subject to good-faith negotiations between the Parties but shall generally be in accordance with relevant standards as set out in the applicable Standard Contract Clauses.

As soon as you notify Us that the switching process is successfully completed, We undertake to notify you of the termination of these Terms. If you do not confirm successful switching within 30 days from a request from Us for such confirmation, it is deemed that the switching was not successful and these Terms will not be terminated.