1. Preamble

1.1 These Terms & Conditions shall apply to GoSimplo ApS' ("GoSimplo"), Danish public reg.no. 41221208, delivery of reporting/dashboard software services ("Service"). The Service shall be delivered to business customers only.

1.2 By ordering the Service the customer ("Subscriber") accepts the Terms & Conditions which will apply to the use of the Service for the full length of the subscription. The Terms & Conditions apply in full, unless otherwise stated in written agreement between GoSimplo and the Subscriber.

1.3 All notices, invoices or other messages from Projet.BI to the Subscriber are sent to the email-address given by the Subscriber. It is the sole responsibility of the Subscriber to inform GoSimplo about their, at any time valid email address. Any message, notice, or similar from GoSimplo sent to the, by the Subscriber designated email address has the same legal effect as if they were sent by regular mail.

2. GoSimplo's Service

2.1 GoSimplo delivers a web-based service that allows Subscribers to report and analyze business data – optionally including measuring performance against pre-defined targets. GoSimplo's Service is delivered as described on GoSimplo's website with the modifications described in the order confirmation, should one be issued.

2.2 GoSimplo's Service is in constant development and the Service is provided in current version of the system at any given point in time.

2.3 GoSimplo aims to deliver the Service continuously without significant interruptions or delays, however, GoSimplo does not warrant a specific uptime for the Service. In case of error, failure, or interruption of the Service, GoSimplo shall initiate remedy within reasonable time. The Subscriber shall assist GoSimplo's efforts to a reasonable extent.

2.4 GoSimplo's Service is for the sole use of the Subscriber. The Subscriber is not entitled to make the Service available to any third parties.

2.5 GoSimplo processes Personal Data, in accordance with the provisions set forth in Appendix A.

3. Pricing and Payment

3.1 GoSimplo is available in a free version. An overview of potential purchases on top of the free version (“premium features”) is available to Subscriber’s administrator users within the application, where they can also be unsubscribed.

3.2 For Subscribers registered in Denmark, current VAT rate applicable is added to the price.

3.3 The subscription is invoiced monthly in advance and automatically renewed every month until subscription is terminated.

3.4 Only accepted payment method is credit card.

3.5 With 60 days’ notice on GoSimplo’s website, GoSimplo reserves the right to change the price of the Service. Any changes to the existing Terms and Conditions shall be given with the same notice.

3.6 Failure to execute potential payment via credit card will deactivate premium features, until successful execution. Features in free version is fully available during this period.

4. Subscriber's Obligations

4.1 It is the sole responsibility of the Subscriber to ensure that GoSimplo only has limited access to the customers passwords, data and/or other information and only what is necessary to deliver the Service. It is the sole responsibility of the Subscriber to ensure that the Subscriber's use of the Service and the Subscriber's own systems are in compliance with (i) the Subscriber's internal guidelines, (ii) local legislation including local privacy laws, and (iii) customary and reasonable security procedures for the protection of systems and data.

5. Liability

5.1 GoSimplo is liable for acts or omissions under Danish law concerning damages. GoSimplo shall not be held responsible for indirect losses, including operating losses, loss of profits, loss of turnover or similar.

5.2 GoSimplo shall not be held responsible for loss or alteration of the data received or transmitted from the Subscriber nor shall GoSimplo be held responsible for loss due to unauthorized access to the Subscriber's data and/or systems except to the extend that GoSimplo's negligence caused such loss, alteration of the data or unauthorised access.

6. Duration of the Agreement

6.1 The agreement can be terminated by the Subscriber at any time with no notice period. The agreement stays in effect until end of the pre-paid month after which it automatically terminates.

The agreement can be terminated by GoSimplo with 3 months written notice.

7. Aggregation of data

7.1 GoSimplo is entitled to collect anonymized performance data from Subscribers to be used for statistical, benchmarking, and analytical purposes.

7.2 GoSimplo furthermore has the right to sell the anonymized and aggregated results of such analysis to third parties.

8. Primary Language, Venue and Choice of Law

7.1 Any disputes and discrepancies will be decided exclusively by the ordinary Danish courts and in pursuance of Danish law, except for the Danish rules concerning choice of law. The venue for any dispute or discrepancies shall be the City Court of Copenhagen, Denmark.


Appendix A

1. Processing of Personal Data

1.1 Roles of the parties. The parties acknowledge and agree that regarding the Processing of Personal Data, Subscriber is the Data Controller, GoSimplo is the Data Processor, and that GoSimplo will engage Sub-processors pursuant to the requirements set forth in Section 5 “Sub-processors” below.

1.2 Subscriber’s Processing of Personal Data. The Subscriber shall, in its use of the Services, Process Personal Data in accordance with the requirements of Data Protection Laws and Regulations. For the avoidance of doubt, Subscriber’s instructions for the Processing of Personal Data shall comply with Data Protection Laws and Regulations. The Subscriber shall have sole responsibility for the accuracy, quality, and legality of the Personal Data and the means by which the Subscriber acquired the Personal Data.

1.3 GoSimplo’s Processing of Personal Data. GoSimplo shall only Process Personal Data by documented instructions from the Subscriber, unless required by EU-law or the National Law of the Member States to which GoSimplo is subject; In that case, GoSimplo shall notify the Subscriber of this legal requirement before Processing, unless that court prohibits such notification for reasons of important social interests, cf. Article 28 (3) a.

1.4 GoSimplo’s information duty. GoSimplo shall immediately inform the Data Controller if instructions in the opinion of GoSimplo contravene the General Data Protection Regulation or data protection provisions contained in EU-Law or the National Law of the Member States to which GoSimplo is subject.

1.5 Details of the Processing. The subject-matter of Processing of Personal Data by GoSimplo is the performance of the Service pursuant to the Terms and Conditions. The duration of the Processing, the nature and purpose of the Processing, the types of Personal Data and categories of Data Subjects Processed are specified in Appendix B (Details of the Processing).

2. Rights of the Data Subjects

2.1 GoSimplo shall, considering the nature of the Processing, assist as far as possible the Subscriber by appropriate technical and organizational measures, with the obligation of Subscriber to respond to requests for the exercise of the data subjects' rights as laid down in Chapter 3 of the Data Protection Regulation.

2.2 GoSimplo shall assist the Subscriber in ensuring compliance with the Subscriber's obligations pursuant to Article 32-36 of the Data Protection Regulation, taking account of the nature of the Processing and the information available to GoSimplo, as referred to in Article 28 (3) f.

2.3 Should the Subscriber need the assistance of GoSimplo, in ensuring compliance with the obligations set forth in Article 32-36, GoSimplo retains the right to charge the Subscriber reasonable costs associated with the assistance, including the hours spent by GoSimplo personnel.

3. GoSimplo personnel

3.1 GoSimplo shall ensure that its personnel engaged in the Processing of Personal Data are informed of the confidential nature of the Personal Data, have received appropriate training on their responsibilities and have executed written confidentiality agreements. GoSimplo shall ensure that such confidentiality obligations survive the termination of the personnel engagement.

3.2 GoSimplo shall take commercially reasonable steps to ensure the reliability of any GoSimplo personnel engaged in the Processing of Personal Data.

3.3 GoSimplo shall ensure that the access to Personal Data is limited to those personnel performing Services in accordance with the Agreement.

4. Processing security

4.1 GoSimplo shall implement all measures required by Article 32 of the Data Protection Regulation, which shall include, appropriate technical and organizational measures, to ensure a level of safety fitting these risks.

5. Sub-processors

5.1 GoSimplo shall comply with the conditions referred to in Article 28 (2) and (4) of the Data Protection Regulation, to use another Data Processor (Sub-processor).

5.2 GoSimplo maintains an updated list of Sub-processors on this link:

https://help.gosimplo.com/articles/5496057-sub-processors

5.3 The Subscriber gives GoSimplo a general approval to use the Sub-processors defined in the link in section 5.2 including any future sub-processors added.

5.4 GoSimplo will notify all subscribers on email regarding any changes to list of Sub-processors maintained on link specified in Section 5.2.

5.5 The Subscriber may object to GoSimplo’s use of a new Sub-processor by notifying GoSimplo promptly in writing within ten (10) business days after receipt of GoSimplo’s notice in accordance with Section 5.4 in the event the Subscriber objects to a new Sub-processor, as permitted in the preceding sentence, GoSimplo will use reasonable efforts to make available to the Subscriber a change in the Services or commend a commercially reasonable change to the Subscriber’s configuration, or use of the Services to avoid Processing of Personal Data by the objected-to new Sub-processor without unreasonable burdening the Subscriber. If GoSimplo is unable to make available such change within a reasonable period, which shall not exceed thirty (30) days, the Subscriber may terminate the Agreement with immediate effect. GoSimplo will refund the Subscriber any prepaid fees covering the remainder of the term of the Agreement following the effective date of termination.

5.6 GoSimplo shall be fully liable for the acts and omissions of its Sub-processors to the same extent GoSimplo would be liable if performing the services of each Sub-processors, except as otherwise set forth in the Agreement.

6. Transfer of information to third countries or International Organizations

6.1 GoSimplo may process Personal Data only by documented instructions from the Subscriber, including as regards to the transfer and internal use of Personal Data to third countries or International Organizations, unless required under EU law or national law of the Member States, to which GoSimplo is subject; In that case, GoSimplo shall notify the Subscriber of this legal requirement before Processing unless that court prohibits such notification for reasons of important social interests, cf. art. 28 (3) a.

6.2 If the list of Sub-processors in accordance to Section 5.2 contains companies located in third countries, The Subscriber with the signing of this DPA will have approved GoSimplo’s use of these Sub-processors, for Processing of Personal Data, now and henceforth.

7. Breach Notifications

7.1 ​GoSimplo maintains security incident management policies and procedures and shall, notify Subscriber without undue delay after becoming aware of the accidental or unlawful destruction, loss, alteration, unauthorized disclosure of, or access to Subscriber Data, including Personal Data, transmitted, stored, or otherwise Processed by GoSimplo or its Sub-processors of which GoSimplo becomes aware (a “Customer Data Incident”).

7.2 GoSimplo shall make reasonable efforts to identify the cause of such Customer Data Incident and take those steps as GoSimplo deems necessary and reasonable to remediate the cause of such a Customer Data Incident to the extent the remediation is within GoSimplo’s reasonable control. The obligations herein shall not apply to incidents that are caused by Subscriber or Subscriber’s Users.

7.3 GoSimplo are obligated, to provide the Subscriber with information about such breaches as described in 8.1, within 48 hours of the breach, so that The Subscriber, can inform the supervisory authority within 72 hours, as required by Article 33 (1).

8. Deleting and retrieving information

8.1 Upon termination of the Processing services, GoSimplo is obliged to delete or return all Personal Data to The Subscriber, as well as to delete existing copies, unless the European Union or national law prescribes the retention of Personal Data.

9. Audit

9.1 GoSimplo shall make available to The Subscriber all information necessary to demonstrate compliance with Article 28 of the Data Protection Regulation and allow and contribute to audits, including inspections carried out by the Subscriber or other auditor, which is authorized by The Subscriber.

9.2 GoSimplo is obligated to comply with Article 58, acknowledging the Powers of the Supervisory Authorities.

9.3 Any audits by the Subscriber, must be announced at least 72 hours in advance, and cannot interfere with the people at GoSimplo or their daily working tasks.

9.4 The Subscriber shall pay all its own costs associated with the Audit.

10. Legal

10.1 GoSimplo shall promptly inform Subscriber if it becomes subject to any proceedings which may lead to a claim for compensation or an administrative fine under the EU Legislation or national legislation supplementing the EU GDPR. Should such proceedings be initiated, GoSimplo shall (a) provide Subscriber with the details (including specific infringement allegations); (b) provide Subscriber with such information and assistance that Subscriber reasonably requests; and (c) not hinder or oppose Subscriber from taking an active part in the proceedings (using its own counsel at its own cost).


Appendix B - Details of the Processing

1. Nature and Purpose of Processing

1.1 GoSimplo will Process Personal Data as necessary to perform the Services pursuant to the Agreement, as further specified in the Documentation, and as further instructed by Subscriber in its use of the Services.

2. Duration of Processing

2.1 Subject to Section 8 of Appendix A, GoSimplo will Process Personal Data for the duration of the Agreement, unless otherwise agreed upon in writing.

3. Categories of Data Subjects

3.1 Subscriber may submit Personal Data to the Services, the extent of which is determined and controlled by Subscriber in its sole discretion, and which may include, but is not limited to Personal Data relating to the following categories of data subjects:

a. Prospects, customers, business partners and vendors of Subscriber (who are natural persons).

b. Employees or contact persons of Subscriber’s prospects, customers, business partners and vendors.

c. Employees, agents, advisors, freelancers of Subscriber (who are natural persons).

d. Subscriber’s Users authorized by Subscriber to use the Services.

4. Type of Personal Data

4.1 Subscriber may submit Personal Data to the Services, the extent of which is determined and controlled by Subscriber in its sole discretion, and which may include, but is not limited to the following categories of Personal Data for people involved in business data:

a. First and last name

b. Username

c. Email address

d. Hire date

e. Title/Position

f. Sick days

g. Vacation days

h. Capacity profile

i. ID data

j. Cost price

k. Profit target

l. Birth date

m. Gender

n. Picture

o. IP-address

5. Security of processing

5.1 GoSimplo’s data processing involves only a limited amount of Personal Data and security measures have designed accordingly.

5.2 As a minimum, the following security measures are always in service:

· All data is encrypted at rest.

· All data in transit is protected using SSL/HTTPS/SSH or equivalent.

5.3 As a minimum, the following measures are always in service to ensure availability:

· Replication of data to multiple physical machines.

· Hosting in a professional datacenter (Microsoft Azure), with top physical security.

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