Terms & Conditions
The following regulations apply to Sproom accounts
As per March 1st 2013.
General
Sproom enables you to exchange electronic invoices, orders and other business documents with public and private recipients. Sproom ApS operates from Denmark and is subject to Danish legislation. In order to use the payment functions in Sproom, you need a Sproom account which you can set up by registering your company or by sending your first invoice. This account needs to be topped up in order to send business documents to private companies as well as subscribing to certain services. Sproom is entitled to change these terms by giving one month's notice in writing.
Communication between you and Sproom happens electronically and via e-mail. Should you change your e-mail address, you must let Sproom know immediately via electronic self-service. It is you as Customer who is liable for payment of all services which Sproom supplies in accordance with the subscription agreement – even if you have given your customer log-in to others than yourself. Should this be the case, you must pay for all transactions done on your Sproom account as well as purchases of Sproom services.
Authorisation
By accepting these terms the customer grants Sproom permission to act as operator on behalf of the Customer, and for deliveries to be made effectively via sales channels which have been selected by Sproom in order to implement data transport, which includes 'General terms for using NemHandel', version 1.2, October 2008, (http://aftaler.nemhandel.gov.dk/AftalerOIOSI/BrugervilkaarNemHandel.htm)
User rights
During the term of this Agreement, Sproom hereby grants the Customer non-exclusive user rights to the website and accompanying documentation on the terms which are stated in these stipulations. User rights encompass the Customer's business which is operated under the registered CVR number at the address stated in the Agreement.
The Agreement is considered to be in operation once the Customer has started to use the website and when the Customer has accepted the terms of the Agreement. User rights are at all times subject to the Customer meeting his/her obligations, including payment obligations at the time stated in accordance with these terms.
Rights
The Customer shall not obtain any copyright or other rights to Sproom or the documentation which has been supplied apart from that which has been expressly specified in the Agreement.
Third party rights
Sproom warrants that it has all necessary rights to the website, underlying systems and associated documentation for enabling the Customer to use the website in accordance with this Agreement without it leading to violation of the rights of a third party as applicable in Denmark.
In cases whereby a third party can demonstrate that a violation of their rights has taken place, Sproom shall within a reasonable time and at their own discretion either (i) obtain the necessary licenses for the Customer's use of the website in accordance with the Agreement, or (ii) make changes to the website so that violation ceases; (iii) terminate this Agreement and give the Customer a refund of any payments made in advance. The customer may not submit other claims against Sproom in such a situation.
SUBSCRIPTION TERMS
A Sproom subscription is an ongoing subscription, which continues until the subscription is cancelled in writing. Upon expiry of the subscription period, the subscription is automatically renewed with a new subscription period of equal length to the previous period. A subscription is here defined as signing up to the offered Sproom services. Any offered special deals cannot be extended. At the end of a special deal period, the subscription will continue at the regular subscription price, this being available at any time under "Services" when the customer is logged on.
Payment for subscription occurs prior to each subscription period. Exceeding the timely payment deadline, the Sproom services chosen by the Customer is put on hold until the owed amount is paid.
Sproom has the right at any time to amend these subscription terms. Should changes occur, Sproom will notify the Customer in accordance with applicable rules, as the changes will be notified with at least one month’s notice. The current subscription terms will always appear on invoices and can be found at any time on "Services" when the Customer is logged on.
The subscription terms were last reviewed on March 1st 2013.
PRICES
All prices are quoted in Danish kroner including customs and duties, and excluding VAT unless otherwise stated.
On entering into this Agreement the Customer may receive electronic business documents free of charge and send up to 3000 electronic business documents free of charge per annum. The Customer solely pays for services and transactions chosen by the Customer. Once the Customer transmits an electronic business document exceeding the above-mentioned usage, the usage is calculated and estimated per transmitted document.
TERMS OF PAYMENT
When a Customer selects a subscription for one or several Sproom services, these are settled in advance on a monthly basis and the amount is automatically debited from the Customer's account when the Customer registers for the service/subscription and hereinafter the first day in the month. Prices for the different services can be found in "Services". The Customer has three payment options: Manuel top up, online billing and bank transfer.
Manual top up and bank transfer
The Customer must make a payment onto his Sproom account before being able to use Sproom for transactions and services which require payment. When a Customer registers, a personal page and account are allocated on Sproom's website on which payments can be made and usage can be tracked. The Customer must pay in advance with a debit card or via bank transfer. It is possible to top up with any amount; however the minimum amount is DKK 100 excl. VAT. Should the Customer chose to pay via bank transfer; this is subject to an administration fee of 30 DKK excl. VAT. For every top-up made, the Customer will receive an e-mail confirming the amounted which has been topped up. The Customer will moreover receive a monthly invoice documenting the Customer’s monthly usage regardless of whether the Customer has topped up his/her account or not. This invoice can be found in the Customer’s in-tray when logged-in.
If the balance on the Customer's account is zero, Sproom cannot enable transmissions requiring payment and documents cannot be sent until the Customer's account has been topped up. It is the duty of the Customer to make sure that the balance on the account remains positive. When the balance approaches DKK 0, Sproom will send an e-mail to the Customer informing them of the current status. Expenditure tax for transmission, subscriptions etc., are debited from the Sproom account on an on-going basis within 24 hours upon consumption.
Online billing
By signing up to online billing, the Customer allows Sprooms payment operator, Epay, permission to save all necessary payment card information for use of automatic debiting of the Customer’s card of payment. Please note, that Sproom only stores information about the last 4 digits of the card number. Upon expiration of the payment card, barring or termination, the agreement of online billing will automatically stop. Should the Customer wish to continue being enrolled to online billing, the Customer must make a new registration using a new payment card. Should the Customer wish to change payment card, he/she must unsubscribe from online billing and embark on a new registration using the desired payment card.
Upon subscription and unsubscription to online billing, the Customer will receive a notice by e-mail. Subscription can be made on "Top up" under "Settings" when the Customer is logged in. If the Customer unsubscribes automatic payment again, Sproom will put the subscribed services on hold until the Customer's balance is positive. Hence, unsubscribing to online billing does not have a legislative force as termination of the subscription.
Any subscription fees, benefits and services are charged prior to the commencement of the period and are sent the first time at the commencement of these. The length of this period depends on the chosen subscription, benefit or service and will appear in the specific subscription terms.
TERMINATING YOUR SUBSCRIPTION
An account may be terminated by the Customer without giving notice. Termination may only be in writing to Sproom, and up to 3 weeks’ turn-around time must be expected. On termination on the part of the account holder, any pre-paid amounts on the account shall be reimbursed, however minus an administrative fee amounting to DKK 50.00.
Sproom may terminate the account holder's account by giving one month notice and any pre-paid amounts on the account will in this instance be reimbursed immediately after termination. Top-ups on a Sproom account may be reversed by contacting us in writing provided that payments have not been made from the amount that has been credited. However, a fee will be deducted amounting to DKK 50.00 to cover administrative costs. Reimbursement will happen to the account number which is stated under "Company" in "Settings". At their own discretion, Sproom is entitled to cancel the Agreement in whole or in part or close it permanently or temporarily to the Customer for access in order to use the website, this includes withholding documents to/from the customer. If it is agreed that use of the website may be re-established, Sproom is entitled to demand a separate re-opening fee for this.
Sproom is entitled to adjust the agreed surcharges by giving at least one month's notice.
Services
The customer's selection of subscription to Services shall always be shown in "Services" when the customer is logged on. The application of the selected Services is included under these terms. Notwithstanding the provisions outlined in item 14 of the terms, either party may terminate the subscription for Services to the end of a month.
Reference library
In an electronic reference library Sproom registers company names, addresses, CVR-numbers, EAN-numbers as well as the document types and standards which the Customer may send and receive thanks to this Website. As part of the Agreement the Customer gives consent that the electronic reference library in question is made accessible to other senders and recipients. As a user that has been set up in Sproom, the Customer accepts at the same time documents from other companies.
Legislative requirements
The responsibility for complying with legislation governing the exchange of data is solely incumbent on the Customer. It is the responsibility of the Customer that the contents and the accuracy of the issued electronic invoices and other business documents comply with legislation in force at any time. Sproom does not monitor the contents of the electronic documents which have been received, but solely that they are valid in relation to the supported standards and formats. Sproom does not check whether data transmission and data processing which take place when the Customer uses the website are in accordance with legislation.
On entering into this Agreement, the Customer accepts that an electronic invoice is considered to be a document with the same legal consequences as an ordinary physical invoice. The Customer's dispatch of electronic invoices which contain personal data shall be subject to the Act governing the processing of personal data in force at any time.
It is the Customer's responsibility that when the recipient processes and passes on electronic invoices, they comply with the Act in force at any time governing the processing of personal information. Thus Sproom cannot be held liable for this.
The Customer shall store the invoice material for a period which is in accordance with current accounting legislation. The Customer undertakes to maintain a back-up system with a view to being able to deliver invoices to the Recipient in another format in cases of operational failure in the Service.
Guarantee etc.
When claiming faults and defects or deficiencies in the Website, the Customer shall state their name and company and provide a detailed description of the problem and how it arose in order to provide Sproom with the necessary information to take appropriate remedial action. Remedial action shall be carried out as quickly as possible and within reasonable time. However, Sproom may choose to carry out remedial action in the form of new versioning. If Sproom chooses this, regardless of the above mentioned time limit, remedial work may be postponed until the next version is available. Apart from that which is specified here in item 10, the Customer may not submit further remedies for breach in instances of faults or defects on the Website.
Liability
Sproom disclaims any liability for faults and defects which do not originate from the Website but which are related to external factors, including programs which have not been compiled by Sproom. In addition to this, Sproom disclaims any liability for the Website's effect on the Customer's hardware or other programs. This includes any liability for faults, defects or inappropriateness of a third party's standard software. Neither is Sproom liable for compatibility and the Website's operability with the Customer's own implementation relating to the Website or updates, including the Customer's installation of third party software and spam filters, new versions, altered installation etc., of third party software.
Furthermore, Sproom cannot be held liable for loss of data and damage or loss to the Customer as a result of hacking, viruses or similar attacks at Sproom or for other losses which may result from the Customer's use of the Website.
Sproom can never be held liable for indirect losses suffered by the Customer, including but not confined to losses due to consequential damage, operating losses, loss of profits or claims set up by a third party, likewise Sproom can never be held liable for the Customer's loss of data.
The Customer's access for sending and receiving documents in Sproom requires login by email and a password. The password is received by email when setting up a Sproom account after which it can be changed under "Users" in "Settings". It is at all times the Customer's responsibility to make sure that unauthorised persons do not obtain access to the Customer's password and their Sproom account. All transactions made with a valid login are the responsibility of the account holder. If the account holder has forgotten or lost his password, he may request a new one from Spoon by email.
Should Sproom despite the above be liable to pay damages under these licence terms, Sproom's liability is always confined to the amount corresponding to the fee which the Customer has paid as a result of the terms in the latest preceding month before the claim for damages arose.
Sproom's total liability to pay damages to the Customer can regardless of the above never exceed DKK 1,000.00. Sproom aims to keep the system accessible 24 hours a day all year round. However, Sproom is entitled to suspend operations when maintenance or other technical matters make it necessary. The transmission of electronic invoices to recipients takes place through a provider selected by Sproom and it will be possible to track the specific transmission for each document. Sproom is not liable for faults in the recipient's system and cannot guarantee a time limit for the recipient to receive the document. The transmission will take place as soon as possible after the account holder has requested that the document should be sent. The above exception clause is also applicable in relation to product liability which is waived in its entirety unless mandatory legislation prevents this.
Force majeure
Neither party can be made liable for damage which the other Party may suffer as a direct or indirect result of one Party being affected by force majeure. Force majeure is considered to be, apart from other things: war, mobilization, natural disasters , strikes, lockouts, fire, water damage, trade restrictions, viruses or hacker attacks, sickness or death of key workers, IT breakdown or faults in communication systems as well as other unforeseen circumstances which the Party in question could not prevent by taking reasonable steps. Should one of the Parties experience force majeure for more than 60 days, either party may annul the agreement for the future. When annulling an agreement due to force majeure neither party can demand compensation. Force majeure may only be claimed if the affected Party at the earliest opportunity and within 10 working days notifies the other Party that a force majeure situation has come about. This provision regarding force majeure is applicable in cases of force majeure situations affecting Sproom's subcontractors.
Commencement and termination of the Agreement
In cases where one of the Parties does not comply with the terms in this Agreement, the other Party is entitled to submit a fix deadline in writing within thirty days and if no remedies are forthcoming within this time frame, terminate the Agreement for the future.
In instances whereby the Agreement is terminated, irrespective of reason, Sproom shall keep the Customer's profile, archives, logging on details etc. intact for thirty days from termination of the Agreement. If the Customer does not resume the Agreement by starting operations, payment of any outstanding amounts or in any way re-activating the use of the website, Sproom is entitled to delete all data that was processed by the Customer via the website during the term of the Agreement. Subsequently the Customer cannot demand that data is re-established or demand compensation for deleted data.
Solving conflicts
Any dispute between the Parties which originate from this Agreement and which cannot be settled amicably are decided in accordance with Danish law with Sproom's local court as the venue.
The following regulations apply to Sproom accounts
As per March 1st 2013.
General
Sproom enables you to exchange electronic invoices, orders and other business documents with public and private recipients. Sproom ApS operates from Denmark and is subject to Danish legislation. In order to use the payment functions in Sproom, you need a Sproom account which you can set up by registering your company or by sending your first invoice. This account needs to be topped up in order to send business documents to private companies as well as subscribing to certain services. Sproom is entitled to change these terms by giving one month's notice in writing.
Communication between you and Sproom happens electronically and via e-mail. Should you change your e-mail address, you must let Sproom know immediately via electronic self-service. It is you as Customer who is liable for payment of all services which Sproom supplies in accordance with the subscription agreement – even if you have given your customer log-in to others than yourself. Should this be the case, you must pay for all transactions done on your Sproom account as well as purchases of Sproom services.
Authorisation
By accepting these terms the customer grants Sproom permission to act as operator on behalf of the Customer, and for deliveries to be made effectively via sales channels which have been selected by Sproom in order to implement data transport, which includes 'General terms for using NemHandel', version 1.2, October 2008, (http://aftaler.nemhandel.gov.dk/AftalerOIOSI/BrugervilkaarNemHandel.htm)
User rights
During the term of this Agreement, Sproom hereby grants the Customer non-exclusive user rights to the website and accompanying documentation on the terms which are stated in these stipulations. User rights encompass the Customer's business which is operated under the registered CVR number at the address stated in the Agreement.
The Agreement is considered to be in operation once the Customer has started to use the website and when the Customer has accepted the terms of the Agreement. User rights are at all times subject to the Customer meeting his/her obligations, including payment obligations at the time stated in accordance with these terms.
Rights
The Customer shall not obtain any copyright or other rights to Sproom or the documentation which has been supplied apart from that which has been expressly specified in the Agreement.
Third party rights
Sproom warrants that it has all necessary rights to the website, underlying systems and associated documentation for enabling the Customer to use the website in accordance with this Agreement without it leading to violation of the rights of a third party as applicable in Denmark.
In cases whereby a third party can demonstrate that a violation of their rights has taken place, Sproom shall within a reasonable time and at their own discretion either (i) obtain the necessary licenses for the Customer's use of the website in accordance with the Agreement, or (ii) make changes to the website so that violation ceases; (iii) terminate this Agreement and give the Customer a refund of any payments made in advance. The customer may not submit other claims against Sproom in such a situation.
SUBSCRIPTION TERMS
A Sproom subscription is an ongoing subscription, which continues until the subscription is cancelled in writing. Upon expiry of the subscription period, the subscription is automatically renewed with a new subscription period of equal length to the previous period. A subscription is here defined as signing up to the offered Sproom services. Any offered special deals cannot be extended. At the end of a special deal period, the subscription will continue at the regular subscription price, this being available at any time under "Services" when the customer is logged on.
Payment for subscription occurs prior to each subscription period. Exceeding the timely payment deadline, the Sproom services chosen by the Customer is put on hold until the owed amount is paid.
Sproom has the right at any time to amend these subscription terms. Should changes occur, Sproom will notify the Customer in accordance with applicable rules, as the changes will be notified with at least one month’s notice. The current subscription terms will always appear on invoices and can be found at any time on "Services" when the Customer is logged on.
The subscription terms were last reviewed on March 1st 2013.
PRICES
All prices are quoted in Danish kroner including customs and duties, and excluding VAT unless otherwise stated.
On entering into this Agreement the Customer may receive electronic business documents free of charge and send up to 3000 electronic business documents free of charge per annum. The Customer solely pays for services and transactions chosen by the Customer. Once the Customer transmits an electronic business document exceeding the above-mentioned usage, the usage is calculated and estimated per transmitted document.
TERMS OF PAYMENT
When a Customer selects a subscription for one or several Sproom services, these are settled in advance on a monthly basis and the amount is automatically debited from the Customer's account when the Customer registers for the service/subscription and hereinafter the first day in the month. Prices for the different services can be found in "Services". The Customer has three payment options: Manuel top up, online billing and bank transfer.
Manual top up and bank transfer
The Customer must make a payment onto his Sproom account before being able to use Sproom for transactions and services which require payment. When a Customer registers, a personal page and account are allocated on Sproom's website on which payments can be made and usage can be tracked. The Customer must pay in advance with a debit card or via bank transfer. It is possible to top up with any amount; however the minimum amount is DKK 100 excl. VAT. Should the Customer chose to pay via bank transfer; this is subject to an administration fee of 30 DKK excl. VAT. For every top-up made, the Customer will receive an e-mail confirming the amounted which has been topped up. The Customer will moreover receive a monthly invoice documenting the Customer’s monthly usage regardless of whether the Customer has topped up his/her account or not. This invoice can be found in the Customer’s in-tray when logged-in.
If the balance on the Customer's account is zero, Sproom cannot enable transmissions requiring payment and documents cannot be sent until the Customer's account has been topped up. It is the duty of the Customer to make sure that the balance on the account remains positive. When the balance approaches DKK 0, Sproom will send an e-mail to the Customer informing them of the current status. Expenditure tax for transmission, subscriptions etc., are debited from the Sproom account on an on-going basis within 24 hours upon consumption.
Online billing
By signing up to online billing, the Customer allows Sprooms payment operator, Epay, permission to save all necessary payment card information for use of automatic debiting of the Customer’s card of payment. Please note, that Sproom only stores information about the last 4 digits of the card number. Upon expiration of the payment card, barring or termination, the agreement of online billing will automatically stop. Should the Customer wish to continue being enrolled to online billing, the Customer must make a new registration using a new payment card. Should the Customer wish to change payment card, he/she must unsubscribe from online billing and embark on a new registration using the desired payment card.
Upon subscription and unsubscription to online billing, the Customer will receive a notice by e-mail. Subscription can be made on "Top up" under "Settings" when the Customer is logged in. If the Customer unsubscribes automatic payment again, Sproom will put the subscribed services on hold until the Customer's balance is positive. Hence, unsubscribing to online billing does not have a legislative force as termination of the subscription.
Any subscription fees, benefits and services are charged prior to the commencement of the period and are sent the first time at the commencement of these. The length of this period depends on the chosen subscription, benefit or service and will appear in the specific subscription terms.
TERMINATING YOUR SUBSCRIPTION
An account may be terminated by the Customer without giving notice. Termination may only be in writing to Sproom, and up to 3 weeks’ turn-around time must be expected. On termination on the part of the account holder, any pre-paid amounts on the account shall be reimbursed, however minus an administrative fee amounting to DKK 50.00.
Sproom may terminate the account holder's account by giving one month notice and any pre-paid amounts on the account will in this instance be reimbursed immediately after termination. Top-ups on a Sproom account may be reversed by contacting us in writing provided that payments have not been made from the amount that has been credited. However, a fee will be deducted amounting to DKK 50.00 to cover administrative costs. Reimbursement will happen to the account number which is stated under "Company" in "Settings". At their own discretion, Sproom is entitled to cancel the Agreement in whole or in part or close it permanently or temporarily to the Customer for access in order to use the website, this includes withholding documents to/from the customer. If it is agreed that use of the website may be re-established, Sproom is entitled to demand a separate re-opening fee for this.
Sproom is entitled to adjust the agreed surcharges by giving at least one month's notice.
Services
The customer's selection of subscription to Services shall always be shown in "Services" when the customer is logged on. The application of the selected Services is included under these terms. Notwithstanding the provisions outlined in item 14 of the terms, either party may terminate the subscription for Services to the end of a month.
Reference library
In an electronic reference library Sproom registers company names, addresses, CVR-numbers, EAN-numbers as well as the document types and standards which the Customer may send and receive thanks to this Website. As part of the Agreement the Customer gives consent that the electronic reference library in question is made accessible to other senders and recipients. As a user that has been set up in Sproom, the Customer accepts at the same time documents from other companies.
Legislative requirements
The responsibility for complying with legislation governing the exchange of data is solely incumbent on the Customer. It is the responsibility of the Customer that the contents and the accuracy of the issued electronic invoices and other business documents comply with legislation in force at any time. Sproom does not monitor the contents of the electronic documents which have been received, but solely that they are valid in relation to the supported standards and formats. Sproom does not check whether data transmission and data processing which take place when the Customer uses the website are in accordance with legislation.
On entering into this Agreement, the Customer accepts that an electronic invoice is considered to be a document with the same legal consequences as an ordinary physical invoice. The Customer's dispatch of electronic invoices which contain personal data shall be subject to the Act governing the processing of personal data in force at any time.
It is the Customer's responsibility that when the recipient processes and passes on electronic invoices, they comply with the Act in force at any time governing the processing of personal information. Thus Sproom cannot be held liable for this.
The Customer shall store the invoice material for a period which is in accordance with current accounting legislation. The Customer undertakes to maintain a back-up system with a view to being able to deliver invoices to the Recipient in another format in cases of operational failure in the Service.
Guarantee etc.
When claiming faults and defects or deficiencies in the Website, the Customer shall state their name and company and provide a detailed description of the problem and how it arose in order to provide Sproom with the necessary information to take appropriate remedial action. Remedial action shall be carried out as quickly as possible and within reasonable time. However, Sproom may choose to carry out remedial action in the form of new versioning. If Sproom chooses this, regardless of the above mentioned time limit, remedial work may be postponed until the next version is available. Apart from that which is specified here in item 10, the Customer may not submit further remedies for breach in instances of faults or defects on the Website.
Liability
Sproom disclaims any liability for faults and defects which do not originate from the Website but which are related to external factors, including programs which have not been compiled by Sproom. In addition to this, Sproom disclaims any liability for the Website's effect on the Customer's hardware or other programs. This includes any liability for faults, defects or inappropriateness of a third party's standard software. Neither is Sproom liable for compatibility and the Website's operability with the Customer's own implementation relating to the Website or updates, including the Customer's installation of third party software and spam filters, new versions, altered installation etc., of third party software.
Furthermore, Sproom cannot be held liable for loss of data and damage or loss to the Customer as a result of hacking, viruses or similar attacks at Sproom or for other losses which may result from the Customer's use of the Website.
Sproom can never be held liable for indirect losses suffered by the Customer, including but not confined to losses due to consequential damage, operating losses, loss of profits or claims set up by a third party, likewise Sproom can never be held liable for the Customer's loss of data.
The Customer's access for sending and receiving documents in Sproom requires login by email and a password. The password is received by email when setting up a Sproom account after which it can be changed under "Users" in "Settings". It is at all times the Customer's responsibility to make sure that unauthorised persons do not obtain access to the Customer's password and their Sproom account. All transactions made with a valid login are the responsibility of the account holder. If the account holder has forgotten or lost his password, he may request a new one from Spoon by email.
Should Sproom despite the above be liable to pay damages under these licence terms, Sproom's liability is always confined to the amount corresponding to the fee which the Customer has paid as a result of the terms in the latest preceding month before the claim for damages arose.
Sproom's total liability to pay damages to the Customer can regardless of the above never exceed DKK 1,000.00. Sproom aims to keep the system accessible 24 hours a day all year round. However, Sproom is entitled to suspend operations when maintenance or other technical matters make it necessary. The transmission of electronic invoices to recipients takes place through a provider selected by Sproom and it will be possible to track the specific transmission for each document. Sproom is not liable for faults in the recipient's system and cannot guarantee a time limit for the recipient to receive the document. The transmission will take place as soon as possible after the account holder has requested that the document should be sent. The above exception clause is also applicable in relation to product liability which is waived in its entirety unless mandatory legislation prevents this.
Force majeure
Neither party can be made liable for damage which the other Party may suffer as a direct or indirect result of one Party being affected by force majeure. Force majeure is considered to be, apart from other things: war, mobilization, natural disasters , strikes, lockouts, fire, water damage, trade restrictions, viruses or hacker attacks, sickness or death of key workers, IT breakdown or faults in communication systems as well as other unforeseen circumstances which the Party in question could not prevent by taking reasonable steps. Should one of the Parties experience force majeure for more than 60 days, either party may annul the agreement for the future. When annulling an agreement due to force majeure neither party can demand compensation. Force majeure may only be claimed if the affected Party at the earliest opportunity and within 10 working days notifies the other Party that a force majeure situation has come about. This provision regarding force majeure is applicable in cases of force majeure situations affecting Sproom's subcontractors.
Commencement and termination of the Agreement
In cases where one of the Parties does not comply with the terms in this Agreement, the other Party is entitled to submit a fix deadline in writing within thirty days and if no remedies are forthcoming within this time frame, terminate the Agreement for the future.
In instances whereby the Agreement is terminated, irrespective of reason, Sproom shall keep the Customer's profile, archives, logging on details etc. intact for thirty days from termination of the Agreement. If the Customer does not resume the Agreement by starting operations, payment of any outstanding amounts or in any way re-activating the use of the website, Sproom is entitled to delete all data that was processed by the Customer via the website during the term of the Agreement. Subsequently the Customer cannot demand that data is re-established or demand compensation for deleted data.
Solving conflicts
Any dispute between the Parties which originate from this Agreement and which cannot be settled amicably are decided in accordance with Danish law with Sproom's local court as the venue.