User-Terms for the G2G-Tool, an on-line Business plan writing assistant and associated supporting tools.
G2G-Tool: G2G on-line Business plan writing assistant and associated supporting tools.
User: The person or the persons or legal entities who upload User data via an assigned password and who have accepted the User Terms.
User data: Data belonging to User and generated by User using the G2G-Tool. User data may include business and technology description, budgets and other relevant information for the preparation of a business plan.
Data controller: The User that decides how User data is processed and stores User data and who decides for what purposes and by which tools personal data may be processed.
Data Processor: The entity (G2G) that has the role to process and store User data and processes Personal Data on behalf of the Data Controller.
Personal Data: Any information that can be related to an identified person, or data that can directly or indirectly identify a person.
1. These User-Terms for the G2G-Tool (hereinafter "User Terms") are accepted by the User by ticking "I have read and accept the User Terms for the G2G-Too” at the User registration page, Thereafter these User Terms constitute the agreement between Gate2Growth.dk ApS, (Hereinafter “G2G”) CVR 25138406 Diplomvej 381, 2800 Kongens Lyngby Denmark and the User. If the User is a legal entity, these User Terms are accepted on behalf of User.
The G2G Tool is a business to business service and may only be accessed by a User acting in her/his capacity as a businessperson acting within its trade, (Not in the capacity of a consumer).
1.2 Auditing firms, Advisers and the like may accept these User Terms on behalf of Users, as they hereby guarantee that the necessary power of attorney is available for this and that the User has been duly informed of the User Terms in advance.
2.1 The right to use the G2G-Tool enters into force upon the acceptance of the User Terms and is valid for 6 months from the date of acceptance, unless otherwise agreed with G2G.
2.2 The right to use the G2G-Tool may be extended by agreement with G2G.
2.3 If a fee has been attached to and accepted for the use of the G2G-Tool, the length of the right to use the G2G-Tool and terms for payment will be as stated in a separate fee agreement .
3.1 In accordance with these User Terms, the User obtains a non-exclusive access to use G2G-Tool made available online as "software as a service". The User does not acquire the G2G-Tool or a copy or part thereof and does not obtain a license to use the G2G-Tool except as software as a service.
3.2 Users have, upon acceptance of the User Terms, cf., however, § 2.3. free and unobstructed access to G2G-Tool as it is, and to use it as it is.
3.3 The functionality and the information provided in the G2G-Tool have been developed by G2G according to the “best effort” principle. G2G cannot in any way be held responsible for User's use and interpretation thereof.
3.4 In the G2G-Tool itself or on the G2G's website, there is an overview of add-on modules. For individual functions, services and add-on modules, independent conditions may apply that must be accepted in addition to these User Terms before they can be used.
3.5 The right to use the G2G-Tool applies only to the User and his/her advisers, and the G2G-Tool may not be used by anyone other than the User or to process data or provide other services to anyone other than the User.
3.6 Auditing firms, advisors and the like who use G2G-Tool on behalf of Users may only use the G2G-Tool for the specific User. Use for others will be a material breach of these terms.
3.7 The User is responsible for and has the full responsibility for third parties that User gives access to the G2G-Tool or who uses User's login details.
3.8 Except as provided in clause 3.5, the User is not entitled to transfer access to the G2G-Tool to third parties, either in whole or in part, or to grant access to the G2G-Tool to third parties.
3.9 The User must ensure that the G2G-Tool is not used in a way that could damage G2G's name, reputation or goodwill, or that is contrary to relevant legislation or other regulations.
4.1 On the G2G-Tool's User registration page is described which conditions apply to access the G2G-Tool. If, in accordance with § 2.3, an agreement has been entered into on remuneration for the use of the G2G-Tool, the payment conditions described in this § 4 apply.
4.2 Payment terms are 15 days net from invoice date.
4.3 If the invoice is not paid on time, reminder 1 will be sent free of charge 7 days after the invoice due date. If the invoice is still not paid, a reminder will be sent 10 days later with a fee of DKK 150.00. If payment is still not received within 7 days after reminder 2, access to G2G-Tool will be blocked.
4.4 Access to the G2G-Tool will be reopened after payment has been received, unless G2G has previously canceled the subscription.
4.5 The User accepts that invoices and reminders sent by e-mail to the e-mail address specified by the User must be considered delivered when sent by G2G
4.6 The current prices can be found on G2G’s website and can be changed with one month’s notice. The same applied to changes to the composition and content of subscription types and add-on modules. All prices are excl VAT.
4.7. Prices and conditions cannot be changed for a User account during the period defined in § 2.1.
5.1 The User may terminate the agreement at any time and delete all User data uploaded.
5.2 Access to the G2G-Tool is limited to the period stated in §2.1 unless it has been extended, cfr. §2.2.
5.3 G2G may terminate the right to use the G2G-Tool with 3 months’ notice or without notice in the event of a material breach of these User Terms.
6.1 The parties agree that the User is Data Controller regarding any Personal Data that User uploads and processes in G2G-Tool and that the User owns and is free to dispose of his own data in G2G -Tool. As an Appendix 1 to these Terms, the parties have entered into a data processor agreement (hereinafter "Data Processor Agreement"), to which reference is made as regards additional conditions for the processing of Personal Data. The G2G-Tool is not approved to hold any sensitive Personal Data or any other Personal Data that is deemed to be critical to a data subject. User should not upload such data to the G2G-Tool.
6.2 The G2G-Tool allows the User to export data etc. via the G2G -Tool's export function in a PDF version, and the User accepts that such export of data can only be carried out by the User before the end of the agreement. In the event that the agreement expires or is terminated by User, G2G shall, where it is reasonably and commercially justifiable, give the User a period of 10 days after termination, during which the export function can be used.
6.3 The Users' access to use of the G2G-Tool expires upon termination of the agreement, cf. however, § 6.2.
6.4 G2G reserves the right to delete User data 90 days after the termination of the agreement, regardless of the reason for this, and G2G has no obligation to store User data after this time.
6.5 With respect to confidentiality G2G is entitled to store User data after termination in order to use these in anonymized form for statistics and analysis of the functionality of the G2G-Tool.
6.6 G2G may use User data to maintain, develop or price G2G-Tool and market in accordance with legislation if the necessary confidentiality and security measures have been taken. In cases where Personal Data such as email address and IP address are included in this work, G2G must effectively anonymize this data. If anonymization is not possible due to technical or practical limitations, such Personal Data will be excluded from the analysis.
6.7 G2G may share User Data with other companies in the G2G Group under the same User Terms and Conditions as described in this Agreement.
6.8 G2G may grant access to User data to third parties and authorities, but only in accordance with the relevant data protection legislation, in connection with judgments, regulatory claims, Users' bankruptcy, death or the like.
6.9 Notwithstanding §6.5-§6.8, G2G will ensure that uploaded or processed data in G2G-Tool is treated confidentially and that employees of or external consultants for G2G who have access to the G2G-Tool for maintenance and development of the G2G-Tool are covered by G2G's confidentiality clauses. However, G2G is not responsible for breaches of confidentiality caused by Users' dealings with the G2G-Tool or outside illegal hacking or the like.
7.1 By entering into this agreement, the User gives his consent that G2G on behalf of the User can accept User Terms from service providers who offer data storage or document infrastructure and thus allow User to be registered with such providers.
7.2 G2G reserves the right to change service provider if another provider is found to be better suited. User will always be notified in connection to registration with one of G2G's new service providers and in this connection has the option to refuse to register and terminate the agreement. Similarly, the user always has the option to unsubscribe from the service provider in question after registration has taken place.
7.3 G2G is not responsible for errors in User's system and cannot guarantee a deadline for the receipt of data by User.
8.1 G2G strives for the highest possible operational stability but does not warrant any accessibility. User should not plan for access to the G2G Tool close to any deadlines but should ensure an alternative to have access to its Business plan. G2G cannot be made liable for any lack of backup, breakdowns or malfunctions in the G2G Tool, including for malfunctions caused by factors beyond G2G's control. By this is meant i.a. power outages, equipment failures, lack of Internet connections, telecommunications connections, or the like. G2G-Tool and service are provided as is and exist, and G2G disclaims any warranty, assurance, warranty, indemnity or other causes, whether direct or indirect. The fee for using the G2G-Tool reflects this limitation of liability.
8.2 In the event of a breakdown or disturbance, G2G strives to restore normal operation as soon as possible.
8.3 Planned interruptions will preferably be placed in the period 21.00-06.00 CET. Should it become necessary to interrupt access to G2G-Tool outside the specified period of time, this will be notified in advance as far as possible.
8.4 Any backup that G2G may make of the G2G-Tool cannot be used by User to restore any lost data, including but not limited to any deleted data.
9.1 G2G is entitled to make ongoing updates and improvements to the G2G-Tool. G2G is also entitled to change the composition and structure of the G2G-Tool and services. Such updates, improvements and changes may occur with or without notice and may affect services, including information and data uploaded to or provided by G2G-Tool.
10.1 The G2G-Tool and information provided by the G2G-Tool, other than User data, are protected by copyright and other intellectual property rights and belong to or are licensed to G2G. Individually prepared software also belongs to G2G, unless otherwise agreed in writing. The User must notify G2G of any current or potential infringement of G2G's intellectual property rights or unauthorized use of the G2G-Tool that the User becomes aware of.
10.2 No intellectual property rights are transferred to the User.
10.3 In relation to material uploaded by the User and all User data, the User G2G and its suppliers grant a global license that is sufficient for G2G to properly operate the G2G-Tool and fulfill its obligations. The User warrants that by uploading the material, the material uploaded does not infringe the rights of third parties and does not contain material that may appear offensive or in violation of relevant legislation or other regulations.
11.1 G2G has the right to transfer its rights and obligations towards the User to a G2G group company or a third party, which by accepting the transfer fully enter into G2G’s rights and obligations.
11.2 With regard to G2G's use of subcontractors, reference is otherwise made to the Data Processor Agreement.
12.1 G2G disclaims any liability in relation to data uploaded or use of the G2G-Tool, regardless of whether this arises within contract or out of contract, including for operating losses, consequential damages or other indirect losses, loss of data, losses due to product liability or losses that are occurred as a result of simple negligence.
12.2 G2G is not responsible for how G2G-Tool is used or how results from the use of G2G-Tool are interpreted, G2G can thus not be held responsible for the accuracy, completeness, quality and reliability of the information and or results from the use of the G2G-Tool. Similarly, G2G cannot be held responsible for the availability, security or functionality of any third-party solutions, including for possible damages and / or losses caused by third party solutions.
12.3 Irrespective of the type of loss or the basis of liability, G2G's total liability is limited in amount to the User's payment for 12 months before the liability relationship arises or DKK 50.000 whichever it the higher amount. User undertakes to indemnify G2G for product liability damages, third party losses and other claims from third parties as a result of the User's use of the G2G-Tool.
12.4 The User agrees to indemnify G2G against any claim or loss resulting from product liability, loss to third parties or liability to third parties, to the extent that it arises from User's use of the G2G-Tool.
12.5 The fee for using the G2G-Tool reflects this limitation of liability.
13.1 With regard to the processing of Personal Data that the User uses as the Data Controller in the G2G-Tool, the provisions of the Data Processor Agreement between G2G and the User apply. For G2G's processing of Personal Data, please refer to the Privacy Statement. G2G has a duty of confidentiality regarding all information that G2G may come into possession of about the User or about Personal Information uploaded by the User to the G2G-Tool.
13.2 To the extent that the User uses information, usernames or passwords relating to third party information or services in relation to G2G, the User warrants that disclosure of such information and G2G's processing of such information does not infringe rights or agreement with third parties. The User shall indemnify G2G for any loss incurred in connection with this provision.
15.1 These User Terms are subject to Danish law and any dispute arising from the subscription, including these User Terms, must be brought before the City Court in Copenhagen and the case conducted in Danish.
16.1 These User Terms are valid from 1st October 2020.
The General Data Protection Regulation (GDPR) is the name of EU personal data legislation. The GDPR aims to protect EU citizens from misuse of their personal data. Therefore, since 25 May 2018, all European companies must have sharpened their processes for how personal data is collected and processed securely.
The data processor agreement below forms the basis for the processing of personal data in connection with the use of the G2G-Tool. (Note: contact information is filled in automatically when you accept the User Terms of the G2G-Tool.)
[Inserted: Company, address, CVR number]
[Contact person and contact information]
Gate2Growth Aps. Diplomvej 381 (DTU-Science park). DK 2800 Kongens Lyngby, Denmark. CVF: 25138406
Uffe Bundgaard-Jørgensen, e-mail: email@example.com
When using the G2G-Tool and any module or function in connection with the G2G-Tool the Data Controller will be responsible for his Processing of Personal Data in the G2G-Tool. The Data Processor will process personal data on behalf of the Data Controller. To ensure that the Parties comply with their obligations under national data protection rules as well as Regulation (EU) 2016/279 of the European Parliament and of the Council ("GDPR"), the Parties have entered into this Data Processor Agreement (the "Agreement"), which constitutes the instruction of the Data Controller to the Data Processor and thus regulates the Data Processor's Processing of personal data on behalf of the Data Controller.
Both parties confirm that they have the authority to sign the Agreement.
It applies to the entire Agreement and in the relationship between the Data Controller and the Data Processor that requirements arising from the GDPR, which are described in this agreement and which do not follow from current legislation.
The agreement regulates the Data Processor's Processing of Personal Data on behalf of the Data Controller, and describes how the Data Processor shall contribute to protecting privacy on behalf of the Data Controller through technical and organizational measures required under the applicable data protection legislation, including GDPR.
The purpose of the Data Processor's Processing of Personal Data on behalf of the Data Controller is to ensure the Data Controller's use of the G2G-Tool and the fulfillment of this Agreement.
The Agreement takes precedence over other conflicting provisions regarding the Processing of Personal Data with regards to the User Terms of the G2G-Tool or other agreements applicable between the Parties. The agreement is valid as long as the Data Controller via his password has access to the G2G-Tool, and the Data Processor must therefore process Personal Data on behalf of the Data Controller.
The Data Processor shall only process Personal Data on behalf of and as a result of the Data Controller's instructions. By entering into this Agreement, the Data Controller instructs the Data Processor to process Personal Data in the following ways:
As part of being able to ensure G2G-Tool's development and functionality, the Data Processor is obliged at all times to provide the Data Controller solutions that fulfill GPDR requirements. The Data Processor can offer better solutions, which are adapted to the needs of the individual Data Controller, by registering how the Data Controller and his representatives use the G2G-Tool. This does Data Processor in order to make a better version of the G2G-Tool. To the extent that personal data from the G2G-Tool is included in this work, these are processed in accordance with this Agreement and applicable law
The Data Processor has no reason to believe that applicable law prevents the Data Processor from complying with the instructions set forth above. The Data Processor shall, if it becomes aware of this, notify the Data Controller of instructions or other processing activities performed by the Data Controller which, in the Data Processor's opinion, are contrary to the applicable data protection legislation. The categories of Registered and Personal Data processed under this Agreement are described in Appendix A.
Taking into account the technology available and the costs of implementation, as well as the scope, context and purpose of the processing of User data, the Data Processor is obliged to take all reasonable measures, including technical and organizational, to ensure an adequate level of security in relation to the risk and category of Personal Data to be protected.
The Data Controller shall assist the Data Processor with appropriate technical and organizational measures, taking into account the nature of the processing and the category of information available to the Data Processor, in order to ensure compliance with the Data Controller's obligations under applicable Data Protection Act, including assistance with compliance with requests from data subjects and general compliance with the provisions of Articles 32-36 of the GDPR.
The Data Processor must notify the Data Controller without undue delay via the contact person stated in the Data Processor Agreement if the Data Processor becomes aware of a security deficiency. Furthermore, the Data Processor must, as far as possible and lawfully, notify the Data Controller if;
The Data Processor may not respond to such requests from the Registrant unless he is authorized by the Data Controller to do so. Furthermore, the Data Processor will not pass on information about this Agreement to state authorities such as the police, including Personal Data, unless the Data Processor is obliged to do so under the law, such as by a court order or the like.
If the Data Controller requires information or assistance regarding security measures, documentation or information on how the Data Processor processes Personal Data in general, and such a request contains information that goes beyond what is necessary under applicable Data Protection Act, the Data Processor may demand payment for such additional services. The Data Processor and its employees must ensure confidentiality in relation to Personal Data, which is processed in accordance with the Agreement. This provision shall also apply after the termination of the Agreement.
By entering into this Agreement, the Data Controller confirms that:
The Data Controller agrees that the Data Processor has provided the relevant guarantees regarding the implementation of technical and organizational security measures to ensure the data subjects' rights and their Personal Data.
When using the G2G-Tool, the Data Controller shall not process Sensitive Information unless specified in Appendix A to this Agreement.
The Data Controller must have an updated list of the categories of Personal Data that he processes, this applies in particular to the extent that such Processing differs from the categories of Information that appear in Appendix A.
As part of the operation of the G2G-Tool, the Data Processor uses subcontractors ("Sub-Data Processors"). Such Sub-Data Processors may be other companies of which G2G is a part, or third-party providers inside and outside the EU / EEA. The data processor's subcontractors are listed in the updated list of sub-data processors at all times. The Data Processor must ensure that its Sub-Data Processors must comply with similar obligations and requirements as described in the Agreement. All use of Sub-Data Processors is also subject to G2G's Privacy Statement.
This Agreement constitutes the Data Controller's prior general and specific written approval of the Data Processor's use of Sub-Data Processors.
If a Sub-Data Processor is established outside or Personal Data is stored outside the EU / EEA, the Data Controller authorizes the Data Processor to ensure a sufficient basis for the transfer of Personal Data to third countries on behalf of the Data Controller, including using the EU Commission Standard Contracts or in accordance with Privacy Shield.
The Data Controller must be informed before the Data Processors replace their Sub-Data Processors. However, the Data Controller has the right to protest against a new Sub-Data Processor, which processes Personal Data on behalf of the Data Controller, if this does not process data in accordance with applicable data protection legislation. In such a situation, the Data Processor must demonstrate compliance by giving the Data Controller access to the Data Processor's data protection assessment of the Sub-Data Processor. If there is still disagreement about the use of the Sub-Processor, the Data Controller may stop using the G2G-Tool, including with a shorter notice than usual to ensure that the Data Controller's Personal Data is not processed by the Sub-Processor in question.
The data processor is obliged to ensure a high level of security in its products and services, which is ensured by relevant organizational, technical and physical security measures, which are required in accordance with information on security measures as described in Article 32 of the GDPR.
Furthermore, G2G's internal data protection policies are intended to ensure confidentiality, integrity, resilience, and access to Personal Data. As the G2G-Tool is not approved to hold any sensitive Personal Data or any other Personal Data that is deemed to be critical to a data subject and that the User has agreed not to upload such data to the G2G-Tool. The security measures are implemented in view that such data is not uploaded by the User.
The Data Controller is entitled to initiate a review of the Data Processor's obligations under the Agreement once a year. If the Data Controller is obliged to do so in accordance with current legislation, audits can be performed more often than once a year. In connection with a request for an audit, the Data Controller must enclose a detailed audit plan with a description of the scope, duration and start date at least four weeks prior to the proposed start date. It shall be decided jointly between the Parties if a third party is to carry out the audit. However, the Data Controller may let the Data Processor decide that the audit for security reasons must be carried out by a neutral third party of the Data Processor's choice, in the case of a processing environment where several data controllers' data has been used.
If the proposed scope of the audit follows an ISAE, ISO or similar certification report performed by a qualified third party auditor within the preceding 12 months, and the Data Controller confirms that there have been no material changes to the measures that have been audited, it shall: Data controllers accept this revision instead of requesting a new revision of the measures already covered.
In any case, the audit must take place during normal office hours at the relevant facility in accordance with the Data Processor's policies and must not unduly interfere with the Data Processor's usual commercial activities.
The Data Controller is responsible for all costs associated with the request for audit. The Data Processor's assistance in this connection, which exceeds the normal service that the Data Processor must provide as a result of applicable data protection legislation, is settled separately.
The agreement is valid as long as the Data Processor processes Personal Data on behalf of the Data Controller in connection with the Data Controller's use of G2G-Tool.
This Agreement will automatically terminate upon the termination by the Data Controller of access to the use of the G2G-Tool. Upon such termination of access to use the G2G-Tool, it is the sole obligation of the Data Controller to delete all personal data uploaded. The Data Processor will at the specific request of the Data Controller to delete all Personal Information in the relevant format that the Data Processor has processed on behalf of the Data Controller under the Agreement. If the Data Controller requests assistance for the deletion of data, the Data Processors costs associated with this shall be based on:
The data processor is entitled to retain Personal Data after termination of the Agreement to the extent necessary under applicable law, in which case this will be done in accordance with the technical and organizational security measures described in the Agreement.
Amendments to the Agreement must be attached to a separate annex to the Agreement.
If any of the provisions of the Agreement are invalid, this will not affect the remaining provisions. The parties must replace invalid provisions with a lawful provision that reflects the purpose of the invalid provision.
Liability for actions in violation of the provisions of this Agreement is governed by the liability and compensation provisions of the User Terms. This also applies to any violation committed by the Data Processor's Sub-Data Processors.
The agreement is subject to Danish law and any dispute must be submitted to a Danish court. The data processor has the right to demand that the case be conducted in Danish.
a. Categories of Registered
b. Categories of Personal Information