Terms and Conditions

AGREEMENT TO OUR LEGAL TERMS

We are CLIMAID ApS ("Company", "we", "us", or "our"). Our VAT number is DK38345486.

We operate the website climaid.dk (the "Site"), the CLIMAID INSIGHT platform, and any other related products and services that refer or link to these legal terms (the "Legal Terms") (collectively, the "Services").

You can contact us by phone at +45 22 65 42 25, email at info@climaid.dk, or by mail to Skomagergade 19, 4000 Roskilde, Denmark.

These Legal Terms constitute a legally binding agreement between you, whether personally or on behalf of an entity ("you"), and CLIMAID ApS, concerning your access to and use of the Services. By accessing the Services, you confirm that you have read, understood, and agree to be bound by these Legal Terms.

Supplemental terms and conditions or documents posted on the Services from time to time are incorporated herein by reference. We may update these Legal Terms from time to time; the "Last updated" date reflects the current version. Continued use of the Services after a revised version is posted means you accept the changes.

Where CLIMAID and a customer have entered into a separate written agreement (an "Aftalegrundlag") covering the delivery of sensors, data, or related services, that agreement takes precedence over these Legal Terms for the matters it covers.

1. OUR SERVICES

CLIMAID delivers sensors, data collection, alarm handling, and the CLIMAID INSIGHT platform for monitoring and optimizing the indoor climate and operation of buildings. The information provided when using the Services is not intended for distribution to or use in any jurisdiction where such use would be contrary to law.

2. INTELLECTUAL PROPERTY RIGHTS

We own or license all intellectual property rights in our Services, including source code, databases, functionality, software, sensor firmware, designs, and content (collectively, the "Content"), as well as our trademarks and logos (the "Marks").

Subject to your compliance with these Legal Terms, we grant you a non-exclusive, non-transferable, revocable licence to access the Services and to use the Content for your internal business purposes. No part of the Services, Content, or Marks may otherwise be copied, reproduced, distributed, or exploited for commercial purposes without our prior written permission.

Any breach of these Intellectual Property Rights constitutes a material breach of these Legal Terms.

Feedback: if you send us suggestions, comments, or other feedback about the Services, you agree that we may use and share that feedback for any purpose without compensation to you.

3. USER REPRESENTATIONS

By using the Services, you represent and warrant that: (1) any registration information you submit is true, accurate, and current; (2) you have the legal capacity to agree to these Legal Terms on your own behalf or on behalf of the entity you represent; and (3) your use of the Services will not violate any applicable law or regulation.

4. USER REGISTRATION

You may be required to register an account to use CLIMAID INSIGHT. You are responsible for keeping your password confidential and for all activity under your account.

5. PURCHASES AND PAYMENT

All prices are exclusive of VAT (moms) unless stated otherwise. All payments are in Danish kroner (DKK) unless otherwise agreed in writing. We may correct pricing errors even after an order has been placed or paid.

6. SUBSCRIPTIONS

Billing. CLIMAID INSIGHT and associated sensor data services are billed on a subscription basis, typically annually in advance, in accordance with the pricing agreed with you or set out in your Aftalegrundlag.

Term and cancellation. Where a separate written Aftalegrundlag has been signed, its term, renewal, and notice provisions govern. Where no such agreement exists, the subscription continues until cancelled with reasonable written notice to info@climaid.dk; cancellation takes effect at the end of the then-current billing period.

Fee changes. We may change subscription fees from time to time and will give you reasonable advance notice in accordance with applicable law and, where relevant, your Aftalegrundlag.

7. PROHIBITED ACTIVITIES

You may not use the Services for any purpose other than that for which we make them available, and agree not to: systematically retrieve data to build a competing database without our written permission; circumvent or interfere with security features of the Services; attempt to bypass access controls; reverse engineer, decompile, or disassemble the software; use automated scripts, bots, or scrapers against the Services without authorisation; or use the Services to compete with us or for an unauthorised commercial purpose.

8. USER INPUT AND FEEDBACK

Where the Services allow residents or users to submit feedback (for example, indoor climate experience ratings via the CLIMAID app), such input may be treated in accordance with our Privacy Policy. You warrant that any input you submit is accurate, is not unlawful, and does not infringe a third party's rights. We do not claim ownership of your feedback beyond the licence needed to operate and improve the Services.

9. SERVICES MANAGEMENT

We may monitor the Services for violations of these Legal Terms, take appropriate action against violations, and otherwise manage the Services to protect our rights and ensure their proper functioning.

10. PRIVACY POLICY

We care about data privacy and security. Please review our Privacy Policy: climaid.dk/en/privacy. By using the Services, you agree to be bound by our Privacy Policy, which is incorporated into these Legal Terms. The Services are hosted within the EU/EEA (Germany); please refer to our Data Processing Agreement for details on subprocessors and international transfers where applicable.

11. TERM AND TERMINATION

These Legal Terms remain in effect while you use the Services. Where you have a separate written Aftalegrundlag, its term and termination provisions govern for the matters it covers. We may suspend or restrict access to the Services in case of a material breach of these Legal Terms, following any notice and cure period set out in your Aftalegrundlag or, where none applies, a reasonable notice.

12. MODIFICATIONS AND INTERRUPTIONS

We may change, update, or temporarily suspend the Services for maintenance, security, or operational reasons. We aim for high availability but cannot guarantee uninterrupted access, and we are not liable for reasonable interruptions arising from maintenance or circumstances beyond our reasonable control.

13. GOVERNING LAW

These Legal Terms are governed by the laws of Denmark. The UN Convention on Contracts for the International Sale of Goods (CISG) is expressly excluded.

14. DISPUTE RESOLUTION

Informal negotiations. To resolve any dispute, controversy, or claim related to these Legal Terms (a "Dispute") efficiently, the parties agree to first attempt to negotiate the Dispute informally for at least thirty (30) days before initiating arbitration. Informal negotiations begin upon written notice from one party to the other.

Arbitration. Any Dispute arising from these Legal Terms that is not resolved through informal negotiations shall be finally settled by arbitration administered by Voldgiftsinstituttet (the Danish Institute of Arbitration) in accordance with the rules of arbitration adopted by Voldgiftsinstituttet and in force at the time the arbitration is initiated. The seat of arbitration shall be Copenhagen, Denmark. The language of the proceedings shall be Danish, unless the parties agree otherwise. The applicable substantive law shall be the law of Denmark.

Exceptions. Disputes concerning the validity or enforcement of intellectual property rights, allegations of theft, piracy, or unauthorised use, or any claim for injunctive relief are not subject to the above informal-negotiation and arbitration provisions and may be brought before a court of competent jurisdiction in Denmark.

15. CORRECTIONS

Information on the Services may contain typographical errors or omissions. We reserve the right to correct these and to update information at any time without prior notice.

16. DISCLAIMER

THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. TO THE FULLEST EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. SENSOR DATA AND ANALYTICS ARE PROVIDED AS DECISION SUPPORT AND DO NOT REPLACE YOUR OWN PROFESSIONAL JUDGEMENT OR STATUTORY INSPECTIONS.

17. LIMITATIONS OF LIABILITY

IN NO EVENT WILL WE OR OUR DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE FOR ANY INDIRECT, CONSEQUENTIAL, INCIDENTAL, SPECIAL, OR PUNITIVE DAMAGES, INCLUDING LOST PROFIT, LOST REVENUE, OR LOSS OF DATA, ARISING FROM YOUR USE OF THE SERVICES. OUR TOTAL LIABILITY FOR ANY CAUSE ARISING FROM THESE LEGAL TERMS SHALL, IN ANY ROLLING TWELVE (12) MONTH PERIOD, BE LIMITED TO THE AMOUNT PAID BY YOU TO US DURING THAT PERIOD. Where a separate written Aftalegrundlag sets out a different liability cap, that cap governs instead of this section.

18. INDEMNIFICATION

You agree to indemnify and hold us harmless from any claim by a third party arising from your breach of these Legal Terms, your violation of a third party's rights, or your unlawful use of the Services.

19. USER DATA AND DATA OWNERSHIP

We maintain reasonable backups of data transmitted through the Services, but you remain responsible for data you transmit. This section does not limit our obligations regarding personal data under the Data Processing Agreement.

Sensor and building data generated through your use of the Services remains your property. We may use anonymised and aggregated data derived from the Services for statistics, benchmarking, and product improvement, provided it cannot reasonably be attributed to you or a specific property.

20. ELECTRONIC COMMUNICATIONS, TRANSACTIONS, AND SIGNATURES

Using the Services, sending us emails, and completing online forms constitute electronic communications. You agree that electronic signatures, agreements, and notices satisfy any legal requirement that such communications be in writing.

21. SMS TEXT MESSAGING

Program description. By opting into a CLIMAID text messaging programme, you consent to receive SMS messages to your mobile number, which may include account and alarm alerts.

Opting out. To stop receiving SMS messages from us, email info@climaid.dk with your contact information.

Support. For questions about our SMS communications, email info@climaid.dk or call +45 22 65 42 25.

22. MISCELLANEOUS

These Legal Terms, together with any Aftalegrundlag and the Data Processing Agreement, constitute the entire agreement between you and us regarding the Services. Where a separate written Aftalegrundlag has been entered into, it takes precedence over these Legal Terms for the matters it covers. Our failure to enforce a right does not waive it. If any provision is found unenforceable, the remaining provisions stay in effect. We shall not be responsible or liable for any loss, damage, delay, or failure to act caused by any cause beyond our reasonable control (force majeure). We may assign our rights and obligations under these Legal Terms at any time.

23. CONTACT US

CLIMAID ApS
Skomagergade 19, 4000 Roskilde, Denmark
Phone: +45 22 65 42 25
Email: info@climaid.dk