1.1. The website www.klarpris.se (hereinafter referred to as “KlarPris”) is owned and operated by KlarPris A/S (company reg. no. 35484035). KlarPris develops and supplies a website and software that jointly constitute a platform (hereinafter jointly referred to as the ‘Purchasing System’, regardless of whether website and software are used together or separately) for installers and construction companies (hereafter referred to as the ‘ Customer’). By comparing commodity prices at suppliers across selected wholesalers, suppliers and resellers, web stores and others, (hereinafter jointly referred to as ‘Suppliers’) the Purchasing System provides the Customer price transparency. Using the Purchasing System, the Customer can find the most advantageous price for the items that are needed. If the Customer has special discount agreements with the selected Suppliers, the Purchasing System can take this into account, provided that the Customer uploads their pricing- and discount agreement files from the Suppliers to the Customer’s user account, or if the Customer has given KlarPris the authority and necessary online access for KlarPris to be able to download these automatically, cf. items 2 and 5 below.
2.1. The Customer must create a user account (hereinafter referred to as the ‘account’) when subscribing. The account is created with a login and password, for which the Customer is personally responsible. Login and password are used every time the Customer wants to compare prices using the Purchasing System.
2.2. Once an Account is created, the desired number of users can be created.
2.3. Once the Account and subscription are created, the Customer can begin using the Purchasing System.
2.4. The account must include at least the following information: Company name, company address, company registration number, contact information (telephone, email, etc.) and Customer contact person.
2.5. The Customer is responsible for keeping this Account information up to date.
3.1. To access the Purchasing System, the Customer must subscribe to one of the subscriptions offered by KlarPris. The subscription provides access to the selected version of the Purchasing System. Changes to the subscription price can be announced by KlarPris with one month’s notice to the end of a Subscription period.
3.2. Subscriptions are taken out for a period of 6 months at a time (hereinafter referred to as the ‘Subscription Period’). Subscription is billed in advance.
3.3. The Customer may upgrade or downgrade their subscription in accordance with the terms set out in items 2.5.-2.6. The Customer is responsible for taking out the subscription that corresponds to the Customer’s needs, just as it is the Customer’s responsibility to upgrade or downgrade their subscription to match actual need.
3.4.1. A subscription can be upgraded at any time.
3.4.2. The difference between the subscription paid to date and the price applicable at the time of the upgrade for the new subscription is calculated proportionally for the remaining Subscription Period and invoiced for immediate payment.
3.4.3. Invoicing subsequently follows the price and terms of the new subscription.
3.5.1. The Customer can choose to downgrade their subscription. Downgrade can be ordered with 30 days’ notice until the end of a Subscription Period. The downgrade will take effect at the beginning of the next Subscription Period.
3.5.2. Invoicing then follows the subscription to which the Customer has downgraded.
3.6.1. A subscription can be cancelled with 30 days’ notice until the end of a Subscription Period. If the subscription is not cancelled with at least 30 days’ notice until the end of a Subscription Period, the subscription is automatically extended by a new 6-month Subscription Period.
3.6.2. The Customer has access to use the Purchasing System during the termination period and until the end of the Subscription Period. KlarPris does not refund subscriptions for the remaining time during the Subscription Period, regardless of whether the Customer uses the Purchasing System or not.
3.6.3. KlarPris is entitled to delete the Account upon termination of subscription.
3.7. Payment terms
3.7.1. The Customer is billed by invoice sent to the email address provided by the Customer in the Account’s contact information.
3.7.2. Invoice is issued with terms of payment net 14 days.
3.7.3. Upon late payment, interest on arrears calculated assessed at 2% per new month.
3.7.4. Accounts are immediately suspended in the event of non-payment. The account can be re-activated per separate agreement between KlarPris and the Customer. Non-payment is considered a termination with the shortest possible notice, as the Customer, regardless of any suspension of the Account, is obliged to pay subscription, Set-up fee, etc. until the end of the subscription.
3.8. Particulars about trial subscription
3.8.1. Upon Customer’s acceptance of a trial subscription (free access for 14 days on terms similar to Standard subscription), it is also accepted that the subscription will be converted to a Standard subscription at the end of the trial period unless the Customer has cancelled the subscription in writing before the end of the trial period.
4.1. The account and subscription may only be used by one company. If the Customer owns multiple companies and wants to use the Purchasing System for all companies, the Customer must subscribe for each company.
4.2. It is the Customer’s responsibility to ensure that other companies or other unauthorised persons do not use the Purchasing System or access the Account.
4.3. KlarPris must be informed immediately if the Customer discovers that unauthorised persons have wrongfully accessed the Account and used the Customer’s subscription. In addition, the Customer must immediately change the account password to prevent continued misuse.
4.4. The account is managed by the Customer.
4.5. KlarPris only provides support to the extent specifically agreed in writing as part of the subscription.
5.1. The Customer can upload their files (or authorise KlarPris to do so), cf. item 1.1., (hereinafter referred to as the ‘File’ or ‘Files’) to the Account. Uploads must be made in an electronically readable format. This allows the Customer to view the prices that apply for the Customer at the various Suppliers.
5.2. KlarPris considers the Files to be the Customer’s property and processes them accordingly. KlarPris is unauthorised to disclose the Files to third parties, unless this takes place as part of the use and operation of the Purchasing System. Upon termination of the subscription – for whatever reason – KlarPris is obliged to stop any use of the Files, however, though in such a way that KlarPris can use the Files in anonymised form and that KlarPris cannot be obliged to return or otherwise document the deletion of the Files or the termination of use.
5.3. The Customer is responsible for keeping the Files up to date; in part by uploading updated versions to the Account. If KlarPris is authorised to do so, updates are done automatically, provided that the Customer has always provided KlarPris with correct information for online access.
5.4. The Purchasing System shows when the File used for the price comparison was updated. In addition, KlarPris has no responsibility for the Files. If the Customer discovers an error in the Files, the Customer must contact the Supplier who made the File available.
6.2. KlarPris informs the Customer of the changes using the email address shown in the Account.
6.3. If the Customer does not object to the change immediately and within 4 weeks of receiving the information specified in item 6.2, this shall be considered acceptance of the reported changes, which thus take effect at the end of the specified notice period.
6.4. The Customer’s objection to the changes is considered a cancellation of the subscription, which therefore ceases at the end of the notice specified in item 6.1. The subscription paid to date will be refunded proportionately in these cases.
7.1. KlarPris and the Customer (hereinafter referred to as the ‘Parties’) are obliged to keep secret and process all data, material and information (hereinafter referred to as ‘Information’) relating to the other party and circumstances involving affiliated companies strictly confidential, as stated below.
7.2. Information is considered by the Parties to constitute trade secrets in accordance with §2 of the Business Secrets Act and includes in particular, but not limited to, information about supplier data, information on prices, terms of delivery, discount schemes, bonus schemes, payment terms, terms of trade, purchase statistics, contract negotiations and receipt of individual or unique price files from wholesalers, suppliers, customers, etc. Information also includes insight into technology and methodology in the Purchasing System.
7.3. The parties are unauthorised to disclose information from the other party to third parties. Information that is publicly available or otherwise lawfully received from third parties, as well as information that a party is required by mandatory law to disclose to either authorities or courts shall be considered exempt from confidentiality. The Parties are permitted to publicise the existence of formalised cooperation between the Parties.
7.4. KlarPris’ use of Information (including data derived from Information) for statistical purposes, the preparation of analytical data and search performance optimisation and its distribution to third parties (hereinafter referred to as ‘Authorised Use’) are not covered by the confidentiality agreement. However, Authorised Use can only take place in anonymised form, which means that third parties will not be able to trace data contained therein directly to the (1) individual prices on individual products, (2) specific customers, or (3) actual trade with customers of identifiable customers, wholesalers, or manufacturers.
7.5. The obligation of confidentiality applies in whatever form and format information is received (physical, digital, electronic or otherwise).
7.6. The Parties are also obliged to handle all information in all respects with due regard for general vigilance and loyalty, with respect for the interests of the other Party. One party is obliged to follow the other Party’s instructions with respect to handling of Information, including using electronic media.
7.7. All information must be returned immediately at the request of a party and no later than at the end of the collaboration agreement, except for such immediately inaccessible copies that may be stored in cache, backup, etc.
7.8. The Parties agree that these terms of confidentiality and non-disclosure shall apply indefinitely.
8.1. KlarPris owns all intellectual property rights to the Purchasing System at all times, with all adjustments, including all copyright and trademark rights. This also applies to all intellectual property rights created during the period the Customer uses the Purchasing System or created specifically for the Customer.
8.3. In addition to under item 7 above, KlarPris has the right to use customer feedback, suggestions for improvements and new features etc. in its continued development of the Purchasing System. KlarPris owns all rights to such improvements, including profit, regardless of whether proposed amendments originate from the Customer or third parties.
8.4. KlarPris is entitled to any use of user data and history using the Purchasing System, including trends, behaviours, trends and segmentation, but only in anonymised form, so that the Customer cannot be identified.
9.1. KlarPris is SSL certified. However, this does not mean that there is a guarantee against hacker attacks or some form of attack and unwarranted access to the Purchasing System and Account. KlarPris is not responsible for this kind of attack and therefore cannot be held liable for any unauthorised access to the Account or the Customer’s information in general.
9.2. KlarPris will restore security in the event of an attack as soon as possible, and the Customer will be informed of any attacks.
10.1. A separate data processing agreement has been concluded between KlarPris and its data processors regarding KlarPris’s processing of personal data for the Customer’s users on the Purchasing System.
11.1. In addition to separate terms on personal data processing as stated above in item 10, KlarPris’ currently applicable Private Policy is available on https://klarpris.no/klarpris-personvernerklaering/.
11.3. KlarPris regularly broadcasts news and promotional material to the Customer. The Customer can opt out of this at any time at no charge, both in connection with the provision of contact information to KlarPris and upon each subsequent request.
12.1. KlarPris strives for the Purchasing System to be available to the Customer, but 100% uptime cannot be guaranteed.
12.2. If KlarPris has planned downtime in connection with updates, operational outages or the like, the Customer is informed with as much advance notice as possible. Scheduling shall set times that, in KlarPris’ estimation, are to the least possible inconvenience for the Customer.
12.3. The Customer is not compensated for downtime unless the uptime falls below 99% measured over 12 months. In this case, the Customer is compensated through a one-month extension of the subscription at no additional charge.
12.4. The Customer can receive remote assistance (hotline) free of charge for all questions about operation and functionality in the Purchasing System. The hotline includes access email and telephone support regarding issues of operation and functionality regarding the Purchasing System.
Hotline does not give the Customer access to on-site support.
For Class 1 error types, i.e. a fatal error that prevents users from using critical functionality in the Purchasing System (e.g. order entry and price check), support is provided with a response time of a maximum of 2 hours on normal business days between 9:00 a.m. and 4:00 p.m., but Friday 9:00 a.m. to 3:00 p.m.
For other types of errors (Class 2), i.e. errors that prevent users from utilising one or more less significant functions in the Purchasing System, or issues of operation and functionality related to the Purchasing System, support is provided with a response time of a maximum of 24 hours on normal business days between 9:00 a.m. and 4:00 p.m., but Friday 9:00 a.m. to 3:00 p.m.
The response time runs from the time that KlarPris receives the Customer’s error report until KlarPris has started resolving the problem. Support is provided by phone, email or remote connection (teamviewer). Bug fixes and their possible development are released overnight after completion.
13.1. KlarPris’ website may contain links to other websites operated by parties other than KlarPris (hereafter referred to as ‘Third-Party Websites’).
13.2. Links to Third-Party Websites are a service for the Customer, but this does not mean that KlarPris has approved the content or is otherwise responsible for the content.
13.3. If the Customer uses Third-Party Websites via links on KlarPris’s website, it is at the Customer’s own risk, as KlarPris does not exercise any control over the content, security, functionality, etc. on Third-Party Websites. KlarPris cannot be held liable for any losses or damages caused by the use of Third-Party Websites.
14.1. In the event of a material breach of contract, KlarPris may cancel the subscription agreement with the Customer at any time. Events considered to constitute a material breach of contract include- but are not limited to -the following: misuse of KlarPris’s services, misuse of the Account and non-payment of subscription, Set-up fee, etc.
14.2. In case of suspected misuse of KlarPris’s services or the Account, KlarPris may temporarily suspend the Account, whereby the Customer does not have access until any misuse is clarified. The Customer cannot make a claim against KlarPris on the occasion of the suspension of the Account.
15.1. Any use of the Purchasing System takes place at the Customer’s own liability, including the Customer’s dispositions, legal transactions, etc. based on results in the Purchasing System.
15.2. The Purchasing System is provided as a Software-as-a-Service solution.
It is not considered a deficiency of the Purchasing System if data displayed in the Purchasing System is not updated due to inaccessible data outside KlarPris’ control, including lack of updates as well as modification of procedures for receiving data from third parties, wholesalers and manufacturers, etc. The same applies to price and discount structures that are not disclosed and made available to KlarPris in an electronic, mathematically readable format.
KlarPris is in every respect not liable for the results of the price comparison, including erroneous prices, errors in the Files, outdated prices, lack of search results and additional costs or errors in product declarations, quantity, specifications, etc. The Customer is encouraged to check the goods, prices and terms of each Supplier in all cases.
15.3. KlarPris cannot state how long the prices shown are valid for. If the Customer disagrees with the price charged by the Supplier, including missing discounts, the Customer should contact the Supplier.
15.4. KlarPris is not liable for errors in the Purchasing System, for the Customer’s use or for any losses that the Customer may have in connection with the use of the Purchasing System, including damage to the Customer’s hardware, data loss, or other data security breaches, etc.
15.5. KlarPris is not liable for direct or indirect losses or consequential damages, including operating losses and any third-party claims arising from the use of the Purchasing System, delays or the Customer’s inability to use the Purchasing System.
15.6. KlarPris is liable only for product liability according to mandatory rules in the Product Liability Act. Any liability for product damage on any other basis is expressly waived. Any use of the Purchasing System is therefore at the Customer’s own risk.
15.7. KlarPris is not liable for any damage to the Customer’s hardware or other property, regardless of whether the damage occurred due to viruses or the like caused by the Customer’s access to and use of the Purchasing System.
15.8. In the relationship between KlarPris and the Customer, KlarPris is not liable to the Customer for any losses due to violation of Regulation (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016 (General Data Protection Regulation) and the Data Protection Act when applying the Purchasing System.
16.1. Any dispute between the Customer and KlarPris shall be settled under Danish law, with KlarPris’ registered office as the appropriate venue.
Date: December 1, 2021