TERMS AND CONDITIONS
1.1 These General Terms and Conditions (the “Terms”) are entered into by Mobile Sensory Technologies Sweden AB, reg. no. 556937-1676, address Blekholmsterrassen 36, SE-111 64 Stockholm, (“MOST”) and the entity that has ordered services from MOST (“You”, or “Customer”). MOST and Customer are jointly referred to as the Parties.
1.2 These Terms forms part of your agreement with MOST, governing Your use of MOST’s Services, unless otherwise expressly agreed in writing.
1.3 The Most Device and Service are to be used as further specified in the quotation and the agreement entered into between the Customer and Seller, including any Purchase Orders, Schedules, these Terms and the referred End-User Agreement (jointly the “Agreement“), constitute the parties’ complete regulation of all matters concerned by the Agreement. In case of conflicting terms in these Terms and the Specific Terms, the Specific Terms shall prevail.
2.1 These Terms shall have the following meaning:
“Service“, meaning the supply of Data to the Customer via MOST Interface.
“Data” shall mean data attributable to cargo that is collected by the MOST Device, such as. inter alia real-time location, temperature, humidity, light or shock or as otherwise set forth.
“Data Collection”, meaning the collection, processing and analysis of Data.
“MOST Device”, meaning tangible, movable property that collects Data“
“MOST Interface”, meaning MOST’s Web Interface and MOST’s Mobile Interface, which both are online interface by which Data is displayed in real time.
“User Account”, meaning personalized access account to the Most Interface.
“Activate” (MOST Device), meaning the activity of starting up the MOST Device and connecting such MOST Device to a Digital Cellular Network.
“Digital Cellular Network”, meaning the, for each geographical region, applicable digital cellular communication network that is provided by third parties, such as e.g. the GSM-network, 3G-network or 4G-network.
“Pairing”, meaning the activity of assigning specific cargo to a specific MOST Device.
“Customer“, meaning any counterparty or counterparties and prospective counterparty or counterparties of MOST for the sale and delivery of Service.
“Security Codes“, meaning user names, passwords, PIN codes and other details used to access the Service and User Account.
“Seller“, meaning MOST or other counterparty or appointed partner or agent of MOST for the sale and delivery of the Service.
“Confidential Information”, meaning all information, irrespective of whether the information is documented or not, which the disclosing Party is treating as confidential as well as any other information which should reasonably be regarded as being of a confidential nature. However, Confidential Information will not include any information that is or becomes known to the general public, which is already in the receiving party’s possession prior to disclosure by a party or which is independently developed by the receiving party without the use of Confidential Information.
”Manuals”, meaning written instructions on the permitted use of MOST Device, MOST Interface, User Account and or other aspects relevant to the Service. Product sheets and Manuals are available at http://mobsentech.com/manuals.
“Purchase Order”, meaning Customer’s purchase order of Services as confirmed by MOST in accordance with the purchase process below.
“MOST SIM-card”, a unique SIM card that can be connected to a GSM network and is only used with a unique MOST Device.
3. The Service
3.1 The Service is a service for collection, processing, analysis, communication and presentation of Data. The supply of the Service comprises of i) the MOST Device, ii) Data Collection performed by the MOST Device and iii) processing and presentation of Data to Customer via the MOST Interface.
3.2 MOST may change, modify or suspend the Service without any liability for possible consequences of such changes if: i) the use of the Service causes damage to MOST or a third party; ii) the Customer, despite reminder, has not paid an invoice or other fees; or iii) the Customer has committed a breach of any of its obligations under the Agreement.
3.3 – Use of the Service
Using the Service generally follows the following process. Upon this Agreement enters into force, Customer orders MOST Devices from MOST or Agent. Upon delivery of MOST Devices to Customer, or to by Customer appointed third party, Customer, or party appointed by Customer, Activates the MOST Devices and Pairs each MOST Device to specific cargo. The Most Device then collects Data and transfers Data to the MOST Interface to which the Customer’s, or parties appointed by Customer, have User Account(s).
3.4 Customer shall mount, set up and use the Service in accordance with the Manuals, End-User Agreement or as specifically instructed by MOST from time to time.
3.5 The Customer is responsible for all activities performed with use of the Security Codes and shall keep all Security Codes in a secure and satisfying manner so that unauthorized persons are unable to obtain them.
4. ORDER PROCEDURE
4.1 Any company within the Customer’s group of companies may issue Purchase Orders in writing, by e-mail or, if applicable, by means of electronic data interchange, to MOST and/or Seller for the order of Services.
4.2 A valid purchase of Services under this Agreement shall be considered concluded when MOST and or Seller have confirmed the Purchase Order.
4.3 When a purchase has been concluded, this Agreement shall then be deemed to be integrated parts of such purchase.
4.4 A Purchase Order may consist of the following: Customer name and address, Services and amount, desired delivery week and price.
5. MOST Device
5.1 Upon fulfilment of payment, Customer owns the MOST Devices purchased as specified in the Order(s), with the exception of the MOST SIM card which is, and shall remain, the exclusive property of MOST.
5.2 Customer is granted a non-exclusive, non-sublicensable, license to the MOST SIM card in each MOST Device during the Term of the Agreement.
5.3 Each MOST Device is to be used for a specific purpose by a specific Customer, after which the MOST Device may be either disposed or returned to MOST.
5.4 The Customer, or any third party appointed by Customer, may never disassemble, reverse engineer, copy or resale the MOST Device and MOST SIM card. Customer shall inform appointed third parties about this obligation and contractually ensure third party compliance. For the avoidance of doubt, Customer shall demonstrate compliance with this obligation if MOST has reason to believe that Customer is in violation of this obligation.
6. DATA COLLECTION
6.1 Throughout the Data Collection, MOST collects, compiles, stores, processes and analyses Data. In order to transfer Data, the MOST Device is Activated and connected to a Digital Cellular Network by an individual MOST SIM-card per each MOST Device.
6.2 The purpose of Data Collection is to provide Data in real-time to Customer, or by Customer, specifically appointed parties or individuals. Data shall not be provided to individuals nor companies or other third parties other than those appointed or approved, for example by this Agreement, by Customer.
6.3 The Data is processed and stored by MOST or third parties who supply solutions for data storage, processing and analysis. Data is stored for a time period of 24 months counted from collection of the Data. Once this period has lapsed, the data will no longer be available to the Customer.
6.4 In the relationship between the Customer and MOST, MOST shall be the owner and holder of all rights pertaining to Customer’s Data. MOST hereby grants to Customer access to use the Data in its own business, including but not limited the right to modify, transfer, sell such Data, and to produce the copies necessary for such use for the duration of the subscription of the Service MOST Web Interface.
7. MOST Interface
7.1 – MOST Interface
MOST provides a MOST Interface upon which Data is presented in real time. MOST will make available access to the MOST Interface to specific individuals appointed by Customer who will get a personal User Account with access to the MOST Interface.
7.2 – End User Agreement
Provisions regarding access to and use of the User Account and the MOST Interface and collection and processing of personal data will be presented to eligible individuals in End-User Agreement, during the process of registering a User Account. These provisions are also available on MOST’s website: www.mobsentech.com
8.1 – Your Use of the Service
MOST and its affiliates may retain and use, Your customer data for targeted, direct marketing purposes by MOST and any company within the MOST group of companies and its commercial partners.
9. PRICES AND PAYMENTS
9.1 The Customer shall pay the price for the Service in each applicable Order or as is otherwise specified in MOST’s current price list, as amended by MOST from time to time.
9.2 All payments made by the Customer shall be applied first to settle all costs and interest due and then to those invoices which have been outstanding for the longest time, even if the Customer states that the payment relates to an invoice of a later date.
9.3 The fees for the Services shall be invoiced monthly in arrears. Payment shall be due 15 calendar days from the date of the invoice.
9.4 Interest on overdue payments shall be payable according to law. Late payment shall be subject to the addition of interest which is calculated upon the current reference interest rate added with eight (8) percentage units, in accordance with the applicable provisions of the Swedish Interest Act (Sw. Räntelagen).
9.5 MOST shall be entitled to charge a fee for any payment reminders and reserves the right to send the same via e-mail to an invoice reference provided by Customer. Customer shall be responsible for the reasonable costs incurred by MOST when collecting overdue fees.
10. INTELLECTUAL PROPERTY RIGHTS
10.1 The MOST Device, the process for Data Collection and the MOST Interface are protected by intellectual property rights, such as, but not limited to, patent right, copyright, trademarks, design rights and sui generis database rights. Any and all intellectual property rights attributable to the MOST Device, the process for Data Collection and the MOST Interface (“Intellectual Property Rights”) are the sole and exclusive property of MOST or its third party licensors.
10.2 Customer understands and agrees that Customer’s rights or access to the Intellectual Property Rights are limited to those rights expressly granted in this Agreement and do not include any other licenses or implied rights.
10.3 Customer shall promptly notify Seller of any actual or threatened misappropriation or infringement of Intellectual Property Rights which comes to Customer’s attention.
10.4 – Intellectual Property Rights Indemnity
MOST shall have no liability to Customer under this Section or otherwise for any action or claim alleging infringement based upon any conduct involving (1) the use of any MOST Device, (2) the use of any MOST Device in combination with other products, equipment, devices or software not supplied by MOST (including without limitation any application software produced by Customer for use with such MOST Device), (3) the alteration, modification or customization of any MOST Device by any person other than MOST, or by MOST based on Customer’s specifications or otherwise at Customer’s direction (regardless of whether such alteration, modification or customization occurs before or after the MOST Device is originally shipped by MOST to Customer); or (4) any failure to install an update to a MOST Device provided by MOST.
10.5 In the event of an infringement action or claim against MOST which is based on any conduct described in the preceding section, Customer shall at its own expense defend such action or claim, and Customer shall pay any and all damages and costs finally awarded against MOST in connection with such action or claim, provided that MOST notifies Customer promptly in writing of such action or claim, MOST gives Customer sole control of the defence thereof (and any negotiations for settlement or compromise thereof), and MOST cooperates in the defence thereof at Customer’s expense.
11. DELIVERY TERMS
11.1 The MOST Devices are delivered to Customer by third party logistical partners. Any agreed trade terms shall be construed in accordance with the INCOTERMS in force when the Agreement enter into force. The trade terms shall be according to Purchase Order.
12.1 – General
The Service, including the MOST Device, the MOST Interface and the User Account are provided “as is” and “as available”, without express or implied warranty or condition of any kind.
12.2 MOST makes no representations and disclaims any and all warranties including, but not limited to, warranties concerning satisfactory quality, fitness for a particular purpose, service levels, up-time, results from use of the Service, including the MOST Device, the MOST Interface and the User Account, non-infringement of third party’s intellectual property rights or that the Service, including the MOST Device, the MOST Interface and the User Account is free of malware or other harmful components.
12.3 – Third Part applications and integrations
MOST makes no representation nor do they warrant, endorse, guarantee, or assume responsibility for any third party applications or integrations (or the content thereof) or any other product or service advertised or offered by a third party on or through the Service, or featured in any banner or other advertising.
12.4 – Customer’s transactions
MOST is not responsible or liable for any transaction between Customer and third party.
12.5– MOST Devices
All MOST Devices shall be MOST’s standard, off‑the‑shelf items, and no special or customized version of any MOST Device shall be provided by Seller. MOST shall have no obligation to ensure that the MOST Device operate in conjunction with Customer’s equipment, software or other products or systems, and Customer shall be responsible for all costs it incurs in connection with any modifications it elects to make to its own equipment, software or other products or systems unless specifically set forth by MOST in writing.
12.6 Notwithstanding what is described in this Agreement, Seller warrants that, for a period of six (6) months from the date such MOST Device is shipped from Seller’s facility to Customer (such period referred to herein as the “Warranty Period“): (1) all components of such MOST Device shall be free from faulty workmanship and defective materials; and (2) the MOST Interface shall substantially conform to the written documentation designated by Seller for use thereof. The warranties provided by Seller in this Section. are the only warranties provided by Seller with respect to the MOST Device and the Service, and may be modified or amended only by a written instrument signed by Seller and accepted by Customer.
12.7 If, during the applicable Warranty Period for a MOST Device sold by Seller hereunder, it is determined that any component of the MOST Device is defective due to faulty workmanship or defective materials, such MOST Device shall be returned to Seller.
12.8 The Customer will carry the expense of shipping such MOST Device to Seller except as otherwise agreed by Seller. Upon receipt of any such MOST Device during the applicable Warranty Period, Seller shall, at its expense, (1) in Seller’s sole discretion, repair, repay or replace such Product, and as the case may be (2) ship such MOST Device to return it to the Customer.
12.9 Seller’s obligations hereunder shall arise only if Seller’s examination of the MOST Device in question discloses to Seller’s satisfaction that the claimed defect or nonconformity actually exist and was not caused by any improper testing or use, any misuse or neglect, accident, fire or other hazard. Repair or replacement of a MOST Device (or any part thereof) does not extend the Warranty Period for this MOST Device.
12.10 The parties expressly agree that the MOST Devices are not considered to be goods for use for personal, family or household purposes, or consumer goods and that such use shall not take place.
12.11 – Quality of Data
MOST makes no representations and disclaims any and all warranties concerning satisfactory quality of Data, fitness for a particular purpose and results from interpretation and use of the Data.
12.12 – Data Collection
Since Data Collection is depending on several factors, such as, but not limited to, i) the availability and function of the MOST Device and ii) that Customer, or party appointed by Customer, complies with instructions from Seller and Manuals for the use of the MOST Device and thereto attributable software or installation processes, such as the activity of Pairing the MOST Device to cargo, iii) the availability of the Digital Cellular Network, MOST makes no representation nor do MOST warrant, endorse, guarantee, or assume responsibility for that Data Collection may be performed or upheld at all times.
12.13 – Digital Cellular Networks
MOST provides the Service through Digital Cellular Networks. MOST shall provide the Service in a professional manner and in accordance with the provisions of the Agreement. However, the supply of the Service and the MOST Interface shall at all times be subject to the conditions, limitations and availability of the Digital Cellular Networks and while MOST endeavours to keep the Service and the MOST Interface available at all times and to correct errors and defects without unnecessary delay, Seller can neither represent nor warrant that the Service will be continuous, uninterrupted or error-free or that any defects will be corrected.
12.14 – Customer’s warranties
Customer’s warrants that it has the equipment and software that Seller, on a website or by another written method, has stated is required in order to use the Service, or which otherwise is clearly required for such use.
Customer warrants that Customer, or party appointed by Customer, will comply with instructions and Manuals for the use of the MOST Devices and the Service from Seller.
13. LIMITATION OF LIABILITY
13.1 Unless a result of gross negligence or wilful misconduct, the liability of either Party to the other for any type of damages is limited to the amount equivalent of MOST’s total remuneration under this Agreement for the latest 12-month period.
14.1 The Customer has complete and exclusive responsibility for all its use and activities concerning, or including, the MOST Device and the Service, including MOST Interface and User Account. MOST shall not have any obligation to indemnify or hold harmless Customer of any damage or loss, directly or indirectly, resulting from Customer’s use of the MOST Devices or the Service, including MOST Interface and User Account, including but not limited to, claims from third parties or governmental authorities.
15. TERM AND TERMINATION
15.1 The Agreement is effective from the date of the Purchase Order and will remain in force through one year from that date. It shall automatically renew for periods of 12 months unless terminated in writing by either party giving 6 months notice.
15.2 – Effects of termination
Upon termination of the Agreement, the following shall apply. Any MOST Devices that Customer has in their possession or that has been ordered from Seller, before the day of the termination, shall be delivered to Customer and may be used by Customer for a period of 6 months. Information on the processing of User content collected in accordance with the End-User Agreement once the User Account is terminated is found in the End-User Agreement.
16.1 If a defect in a MOST Device is not directly visible upon delivery, the Customer is under the obligation to notify Seller thereof, in writing and with an explanation, immediately after discovery of the defect. The Customer may no longer assert that a MOST Device does not conform to the Agreement if this notice was not given immediately, but in any event no later than fifteen (15) days (i) after delivery of the MOST Device or (ii) in case of a non-visible defect, after it should reasonably have been discovered by the Customer during the Warranty Period.
17. force majeure
17.1 Any failure or delay by Seller in the performance of its obligations under this Agreement shall not be deemed a breach of contract if such failure or delay is caused by fire, flood, earthquake, elements of nature, public utility electrical failure, acts of war, terrorism, riots, civil disorders, rebellions or revolutions, strikes, lockouts, or labour difficulties, court order, outage, delays or disruptions of the Internet or telecommunications networks, third party non-performance, non-standardized methods, material, or containers for transportation of cargo or any other similar cause beyond the reasonable control of Seller. Seller does not accept any liability for the consequences arising out of any such force majeure events.
18.1 Each Party agrees to keep and procure to be kept secret and strictly confidential all information in any form or medium whether disclosed orally or in writing before or after the execution of the Agreement designated as confidential in writing by either Party together with all other information which relates to the Intellectual Property Rights, business, affairs, products, developments, trade secrets, know-how, personnel, sub-contractors, customers and suppliers of either Party, including the terms of the Agreement, or information which otherwise may reasonably be regarded as confidential information of the disclosing Party.
18.2 For the avoidance of doubt Confidential Information shall not be used by either Party for any purpose other than fulfilling its obligations and complying with the Agreement, as required by mandatory applicable law or regulations of administrative bodies or to the extent required by the rules of any relevant stock exchange.
18.3 Neither Party shall at any time divulge, disclose or otherwise furnish, directly or indirectly, to any third party any Confidential Information unless explicitly permitted herein or required by law or regulations of administrative bodies.
18.4 Each Party shall reveal the Confidential Information only to their employees or other persons engaged to whom disclosure is necessary for them to perform their duties for the purpose of the Agreement. Each Party shall impose the above obligation of confidentiality on their employees and other persons.
19.1 This Agreement with any appendices or referred End-User Agreement constitute the entire agreement between the Parties and shall supersede all prior written or oral agreements between the Parties regarding the subject matter of this Agreement.
19.2 The Customer shall not transfer any of its rights or obligations towards MOST to third parties without MOST’ prior written consent.
19.3 MOST has the right to assign and transfer its rights and obligations, in part or in full, under this Agreement. Furthermore, MOST has the right to subcontract the performances of their duties.
19.4 If the ownership of MOST business changes, MOST may transfer the Agreement to another legal entity so that they can continue supplying the Service. The new legal entity that will hold your information, subscription and User Account will still have to honour the commitments MOST and you have made in this Agreement.
19.5 Any amendment or modification to this Agreement or any of the appendices must in order to be binding for the Parties be in writing and signed by both Parties.
19.6 Any notice given under this Agreement shall be made in writing and sent to the address set forth under the name of each Party on the first page of this Agreement.
20. GOVERNING LAW AND DISPUTE RESOLUTION
20.1 This Agreement shall be governed by and construed in accordance with the laws of Sweden.
20.2 Any dispute, controversy or claim arising out of or in connection with this Agreement, or the breach, termination or invalidity thereof, shall be finally settled by arbitration administered by the Arbitration Institute of the Stockholm Chamber of Commerce.
20.3 The Rules for Expedited Arbitrations of the Arbitration Institute of the Stockholm Chamber of Commerce (“SCC”) shall apply, unless the SCC Institute, taking into account the complexity of the case, the amount in dispute and other circumstances, determines, in its discretion, that the Rules of the Arbitration Institute of the Stockholm Chamber of Commerce shall apply. In the latter case, the SCC Institute shall also decide whether the arbitral tribunal shall be composed of one or three arbitrators.
20.4 The place of arbitration shall be Stockholm and the language to be used in the arbitral proceedings shall be English, unless otherwise agreed.
20.5 The Parties undertake and agree that all arbitral proceedings conducted with reference to this arbitration clause will be kept strictly confidential. This confidentiality undertaking shall cover all information disclosed in the course of such arbitral proceedings, as well as any decision or award that is made or declared in connection with the proceedings. Information covered by this confidentiality undertaking may not, in any form, be disclosed to a third party without the written consent of the other Party.
20.6 This notwithstanding, a Party shall not be prevented from disclosing such information in order to safeguard, in the best possible way, its rights vis-à-vis the other Party in connection with the dispute, or if the Party is obliged to so disclose pursuant to statute, regulation, a decision by an authority or similar.
1.2. MOST has developed a technical solutions for monitoring of cargo and locations. MOST has an agreement regarding supply of this technical solution with a party interested in supply chain management (“Principal”).
1.3. The Service is a web based service upon which MOST presents real-time information on conditions of cargo that is transported across the globe or data from a fixed location (the “Service”). For example, a user of the Service may obtain information concerning including, but not limited to, real-time geographical location, temperature, humidity, light or shock of specifically appointed cargo (”Data”).
Users may be also be able to create compilations of the information that is presented in the Service.
1.4. The Principal grants and allocates access to the Service to You in its sole discretion via their internal administration.
1.6. By creating an account and by using the Service You hereby acknowledge and agree to these Terms
2. USER ACCOUNT
2.1. In order to use the Service, you will have to create a user account. You may create a user account once you have received an e-mail from MOST with an invitation to start using the Service including a link to the Website where you register a new user account.
2.2. The registration process includes your name, submitting your e-mail address and choosing a password and name of the Principal. Your may thereafter sign in to your user account for the Service to access your Data.
2.3. You agree that all registration information that you provide is accurate and up to date. In our sole discretion, we may refuse to grant you a user name that impersonates some one else, is protected by trademark or other proprietary right law, or is offensive.
2.5. The MOST name and logo are pending trademarks of MOST, and may not be copied, imitated or used, in whole or in part, without the prior written permission of MOST.
3. ACCESS TO THE SERVICE
3.1. The Service is provided to You free of charge for the period of time that your Principal has decided.
3.2. The Service includes access to Data, functions and features in accordance with instructions from the Principal to MOST. If you have inadequate or in other way insufficient or wrong type af access, please contact your Principal for service request.
3.3. MOST may also provide users with new, additional services or features to the Service. Such new services or features can be associated with particular conditions. If this is the case, MOST will present these conditions on the Webpage and, should it be required by substantive law, request your consent. If the user wants to activate the new service user must accept the special conditions applicable to that service.
3.4. You acknowledge that your user account and password are individual and private information and agree not to share this information with other people or companies. You are solely responsible to keep your password to yourself.
4. RIGHTS OF THE SERVICE AND DATA
4.1. The Website and the Service is protected by copyright law, trademark law, other intellectual property law and other regulations under Swedish law, and the law of other countries. You herby confirm and consent to that the Website and the Service with all their intellectual property rights, including Data, belong to MOST, or any of MOST’s licensees or licensors, exclusively. You may not delete, change, distribute or distort any type of copyright- trademark or other intellectual property right that is availiable on or in connection to the Service and the Website.
4.2. MOST is free to use any feedback, comments, or suggestions the user may send, or otherwise provide to MOST, concerning the Service and the Website, and use it to improve the Service and Website, or otherwise how MOST sees fit, without any obligation of specific compensation or other obligation to the user.
4.3. MOST does not claim ownership of any user generated generated content uploaded on or to the Service.
4.4. You may not claim ownership of Data found in, or distributed via, the Service.
5. PERMITTED USE
5.1. Your are permitted access to the Service in order for you to access Data in accordance with what has been decided and approved by your Principal.
5.2. It is not permitted to reproduce, copy, modify, distribute, sell, trade, resell or exploit the Service provided by MOST. For the intended use, it is allowed to extract, download, copy and save information from the Service. It is not allowed to unduly exploit MOST or otherwise abuse the Service.
5.3. You are responsible for, and hereby warrants that:
a) You are solely responsible for any messages, notes and other content you upload, publish or display to users of the Service;
b) The content that you upload or put into the Service (including any messages to other users of the Service) does not infringe on someone else’s rights or otherwise conflict with the law or the rights of others.
c) You have the right to dispose of your external credentials and content, and that you have obtained the requisite consents to the extent required to use the Service and for MOST to have the right to provide you with its Services.
d) You will not use the Service to upload, post, transmit, share, store or otherwise make available any content that we deem to be harmful, threatening, unlawful, defamatory, infringing, abusive, inflammatory, harassing, vulgar, obscene, fraudulent, invasive of privacy or publicity rights, hateful, or racially, ethnically or otherwise objectionable.
e) You are not to upload, post, transmit, share or otherwise make available any unsolicited or unauthorized advertising, solicitations, promotional material, “junk mail”, “spam”, chain letter”, “pyramid schemes” or any other form of solicitation.
5.4. You agree that you are responsible for all data charges, or phone service provider charges that you incur through the use of the Service, including extraction of reports and sms notification services, other than such charges already included in the price of the Service.
6.1. The Data distributed and displayed via the Service is confidential information (”Confidential Information”). Information that i) is, or becomes, known to the general public, ii) which is already in the receiving party’s possession prior to disclosure by a party or iii) which is independently developed by the receiving party without the use of Confidential Information shall not be considered Confidential Information.
6.2. You understand and agree to keep and procure to be kept secret and strictly confidential all Confidential Information.
6.3. For the avoidance of doubt, Confidential Information shall not be used by either Party for any purpose other than fulfilling its obligations and complying with these Terms, as required by mandatory applicable law or regulations of administrative bodies or to the extent required by the rules of any relevant stock exchange.
6.4. You shall not at any time divulge, disclose or otherwise furnish, directly or indirectly, to any third party any Confidential Information unless explicitly permitted herein or required by law or regulations of administrative bodies.
7. BREACH OF CONTRACT AND LIMITATION OF LIABILITY
7.1. MOST has the right at any time to cancel a user account and close an account if the user violates these Terms or otherwise use the Service in a way that may cause MOST, the Principal or third parties any harm. MOST may also cancel and/or delimit your user account upon request by your Principal.
7.2. MOST intends that all information in the Service is accurate and as up to date as possible. MOST cannot guarantee the availability of the Service or the reliability or accuracy of the information that is presented in the Service or the Website. MOST cannot be held accountable if the Service is inaccessible or if any information or functionality does not work as expected, including but not limted to, data loss.
7.3. MOST is under no circumstances liable for any loss or damages of any kind that are directly or indirectly related to: (i) the Service or the Website; (ii) use and interpretation of Data, iii) the content and user generated content of the Service and the Website; (iv) your use of, or inability to use or the performance of the Service, (v) any loss of Data or; (vi) any action taken in connection with copyright or other intellectual property owners.
8. THIRD PARTY WEBPAGES
9. FORCE MAJEURE
9.1. A Party is not responsible for any delay or loss due to circumstances that the party has no control of and which significantly hamper the fulfilment of the obligation in question, or that causes the fulfilment of the obligation not to be economically justifiable.
10. MODIFICATION OF THE TERMS
10.1. MOST has the right at any time to change or modify the Service, change the Terms or to stop providing the Service. MOST shall give reasonable notice to the user when changing conditions. If you do not accept the amended terms, you have the right to terminate the agreement with MOST before the amended terms become effective.
11. TERMINATE AN ACCOUNT
11.1. You may at any time terminate your use of the Service by selecting the “Deactivate Account” or similar function in the Service or by contacting MOST by other means, such as e.g. e-mail.
11.2. Upon termination, MOST will delete the user account and your log-in information.
11.3. Data will will be deleted 24 months after the transport to which the Data is attributable has reached its destination.
12.1. You will indemnify and hold MOST (and its officers, directors, agents, subsidiaries, joint ventures and employees) harmless from any claim or demand, including reasonable attorneys’ fees, made by any third party due to or arising out of your breach of these Terms, or your violation of any law or the rights of a third party.
13.1. MOST has the right to assign its rights and obligations under these Terms to any third party. Furthermore, MOST has the right to subcontract the performance of our duties under this agreement.
13.3. These Terms were written in English. To the extent any translated version of these Terms conflicts with the English version, the English version shall prevail.
13.4. You acknowledge and agree to that no agency, partnership, joint venture, employee-employer, franchiser-franchisee relationship, etc. is intended or created between you and MOST by these Terms.
13.5. These Terms shall be governed by and construed in accordance with Swedish laws, without regard to its conflict of law rules.
13.6. Any dispute, controversy or claim arising out of or in connection with this contract, or the breach, termination or invalidity thereof, shall be finally settled by arbitration administered by the Arbitration Institute of the Stockholm Chamber of Commerce (the “SCC”).
The Rules for Expedited Arbitrations shall apply, unless the SCC in its discretion determines, taking into account the complexity of the case, the amount in dispute and other circumstances, that the Arbitration Rules shall apply. In the latter case, the SCC shall also decide whether the Arbitral Tribunal shall be composed of one or three arbitrators.
13.7. The seat of arbitration shall be Stockholm. The language to be used in the arbitral proceedings shall be English.
1.2. We are responsible for the processing of your personal data for which we decide the purposes and the means of processing. With “Personal Data” we mean information, which is directly, or indirectly referable to a natural living person, e.g. name, email-address and IP addresses. We may collect the information set out below, which may include your Personal Data.
2. PROCESSED DATA
2.1. We may collect and use the following Personal Data from you when you create your MOST account:
• full name and
• e-mail address
• mobile phone number
2.2. Please note that we are unable to provide the Services unless you provide the above stated Personal Data.
2.3. When you use the Service, certain information will be collected automatically by us, including;
• information about your use of the Services; and
• technical data, which may include the URL you are accessing the Website from, your IP address, network and computer performance, browser type, language and identifying information and operating system.
3. WHY WE PROCESS INFORMATION ABOUT YOU
3.1. We process your Personal Data for various purposes. Mainly we collect and process your Personal Data in order to provide, manage, develop and customize the Service and its functionalities, to manage the customer relationship with you, as well as to meet safety and other statutory requirements.
3.2. We might further process your Personal Data for direct marketing purposes, so MOST is able to send you information about MOST, e.g. new services provided by MOST or other information about MOST to your e-mail.
3.3. If you do not want us to process your Personal Data for the purpose of us sending you information about MOST, direct marketing, you can give written notice to us via firstname.lastname@example.org.
4. DATA PROCESSORS
4.1. With regard to the account information MOST is the data controller and, as such, always responsible for that processing of your Personal Data is lawful.
4.2. MOST can use a Personal Data processor on our behalf to perform the tasks in accordance with the above, e.g. IT suppliers, server suppliers, suppliers of digital data, analysing tools (“Data Processors”). Such sub-processor will have the same obligations regarding the processing of personal data as MOST has towards you.
4.3. MOST may share and disclose your Personal Data to our partners and suppliers that process Personal Data on behalf of MOST, for the above stated purposes.
4.4. Due to that Data Processors can be geographically located both within and outside the EU/ EEA your Personal Data may be transferred to or stored in a country outside the EU/ EEA. As a result, you might get less legal rights in relation to your Personal Data. Your user name may be disclosed to other users of the Service. By creating a user account to the Service, you agree that user’s Personal Data is transferred and stored outside the EU/ EEA.
4.5. Personal Data may also be disclosed if it is necessary in order to comply with applicable legal requirements or requirements from authorities, to preserve our legal interests or to detect, prevent, or pay attention to fraud and other security or technical issues.
5.2. You terminate your agreement with MOST by deleting your MOST account.
6. PROTECTION OF PERSONAL DATA
6.1. You should always be able to feel safe when you provide your personal information to MOST. We have therefore taken the security measures required to protect Personal Data against unauthorized access, modification and deletion.
7.1. MOST is responsible for ensuring that your Personal Data is treated in accordance with applicable legislation. Once per calendar year, you are entitled to, by a signed application, obtain a transcript of the Personal Data we hold about you free of charge. We will at your request or by own initiative correct information found to be incorrect or misleading.
7.4. These Terms were written in English. To the extent any translated version of these Terms conflicts with the English version, the English version shall prevail.
Do not hesitate to contact us if you have any questions about how your Personal Data is processed or if you would like to request a transcript. You will find our contact details in section 1.