Visma Plandisc A/S:n sopimusehdot

1. Acceptance of Terms

1.1.  These Terms are accepted and a binding agreement is formed by ticking the box stating “I have read and accept the subscription terms” on the order form, by using the Solution, or by otherwise indicating acceptance of these Terms.

1.2. The Solution is a business-to-business service offered by the Supplier.

1.3. An Agreement may only be entered into by persons who have the requisite authority.

1.4. The Customer shall at all times be familiar with the contents of these Terms and use the Solution in compliance therewith.

2. Term and Invoicing

2.1. The Agreement shall enter into force upon order and shall remain in effect until terminated in accordance with these Terms.

2.2. The Agreement shall be invoiced annually, and payment shall be made in advance for one (1) year at a time, commencing from the date on which the subscription is entered into. No refunds shall be made in the event of termination during a subscription year.

3. Scope and Use of the Agreement

3.1. The Solution is provided as software as a service and made available “as is”. Use of the Solution grants the Customer a non-exclusive, non-transferable right of access only, and no ownership rights in the Solution or any copy thereof are acquired.

3.2. Upon entering into the Agreement, the Customer is granted the right to use the Solution. The Customer may use the Solution solely for its own internal business purposes, and the right to use the tools may not be assigned, transferred, copied, rented, leased, made available to third parties, sublicensed, or otherwise disposed of.

3.3. The Customer is solely responsible for ensuring that the Customer’s IT environment is adequate for use of the Solution. The Supplier assumes no responsibility for the Customer’s IT platforms or similar systems. The minimum requirements for optimal use of the Solution are as follows: the latest version of Safari, Chrome, Microsoft Edge, or Firefox, and the latest version of iOS as well as the two (2) preceding versions thereof.

3.4. The Customer is furthermore solely responsible for its own data and for external physical factors that may affect the quality and use of the Solution.

3.5. The Supplier reserves the right to use third-party solutions as part of the Solution, which shall be governed separately by a data processing agreement, and the Customer shall not obtain any rights exceeding those applicable from time to time under the terms and conditions governing such third-party services.

3.6. Any information relating to the Supplier’s organisation or products of which the Customer may become aware through these Terms or any other documents related hereto, including the Subscription Agreement and the Data Processing Agreement, shall not be disclosed to any third party unless such information is publicly available.

4. Prices and Payment Terms

4.1.  The Customer may choose to pay by credit card (VISA or MasterCard) or by invoice. Where payment is made by credit card, the amount shall be charged immediately to the selected card. Where payment is made by invoice, the payment term shall be net thirty (30) days from the invoice date. An invoice fee of DKK 25 shall apply where payment by invoice is selected.

4.2. Subscriptions paid by credit card shall be renewed automatically unless terminated by the Customer prior to the expiry of the applicable subscription period in accordance with these Terms. By selecting payment by credit card upon subscription, or by subsequently changing the payment method from invoice to credit card, the Customer consents to automatic credit card payments.

4.3. If the subscription is not paid when due, a first reminder shall be sent seven (7) days after the invoice due date at no additional charge. If payment is still not received, a second reminder shall be sent ten (10) days thereafter, subject to a reminder fee of DKK 150.00. If payment has not been received within seven (7) days after the second reminder, access to the Solution shall be suspended. Access to the Solution shall be reinstated upon receipt of payment, unless the Supplier has terminated the subscription prior thereto.

4.4. Invoices and payment reminders shall be sent to the invoice email address registered in the Solution and shall be deemed delivered upon dispatch by the Supplier. 

4.5. Any changes in price adjustments imposed by third-party suppliers shall entitle the Supplier to adjust its prices accordingly, so that the Supplier is placed in an unchanged financial position.

4.6. The agreed prices are stated on an annual basis and may be adjusted.

4.7. The subscription shall be invoiced annually in January, irrespective of the date on which the Agreement is entered into, and the invoicing period shall run from 1 January to 31 December.

5. Application Data

5.1. The Customer is the Data Controller with respect to the Application Data. Reference is made in this regard to the separately entered into data processing agreement (the “Data Processing Agreement”) for further terms and conditions governing the processing of Personal Data.

5.2. The Supplier shall be entitled to use the Application Data for the purposes of maintaining, providing, pricing, and developing the Solution.

5.3. Upon termination or expiry of the Agreement, the Customer’s data shall be deleted forty-five (45) days after the expiry of the Agreement.

5.4. The Supplier shall be entitled to disclose Application Data to third parties and public authorities solely to the extent required under applicable law, including pursuant to a court decision, governmental order, bankruptcy proceedings, death, or similar events.

6. Usage Data

6.1. The Supplier is the Data Controller with respect to the Usage Data to the extent that such data contains Personal Data. For further information on how the Supplier processes Personal Data, please refer to the Supplier’s Privacy Policy.

6.2. The Supplier may use the Usage Data for statistical and analytical purposes in connection with the ongoing development and improvement of the Solution.

6.3. To the extent that a CVR number is linked to Personal Data, the Supplier processes such Personal Data for statistical and analytical purposes in connection with the Solution in its capacity as Data Controller. Such statistics may be combined with publicly available data, Usage Data, and Application Data. Upon termination or expiry of the Agreement, the Application Data shall be anonymised.

7. Operational Stability

7.1 The Supplier endeavours to ensure the highest possible level of operational stability but shall not be liable for any downtime or operational disruptions, including disruptions caused by factors beyond the Supplier’s control. Such factors include, inter alia, power outages, equipment failures, internet connectivity issues, telecommunications failures, or similar circumstances. The Solution and the service are provided “as is” and “as available”, and the Supplier disclaims any and all warranties, representations, guarantees, assurances, or other terms, whether express or implied.

7.2. In the event of any downtime or operational disruption, the Supplier shall use reasonable efforts to restore normal operations as promptly as possible.

7.3. Scheduled maintenance shall, as far as possible, be carried out during the hours of 21:00–06:00 CET. If it becomes necessary to suspend access to the Solution outside the stated time period, prior notice shall be given to the extent reasonably possible.

8. Termination

8.1 Subject to the agreement between the Parties, the Customer may terminate the Agreement by giving six (6) months’ notice to the end of a subscription period. If the Agreement is not terminated no later than six (6) months prior to the expiry of a subscription period, the Agreement shall automatically continue on unchanged terms for successive one (1)-year invoicing periods.

8.2. The Supplier shall be entitled to terminate the Agreement upon six (6) months’ notice to the end of a billing period, or with immediate effect in the event of the Customer’s material breach of these Terms, bankruptcy, or insolvency.

8.3. The Supplier shall be entitled to delete the Application Data after termination or expiration of the Agreement for any reason whatsoever and shall have no obligation to return, provide, or otherwise make available the Application Data following termination or expiration.

9. Changes to the Solution

9.1 The Supplier shall be entitled to continuously implement updates and improvements to the Solution and to make changes to the structure of the Solution. Such updates, improvements, and changes may be made with or without prior notice and may affect services, including information and data uploaded to or generated by the Solution.

10. Intellectual Property Rights

10.1. The Solution and any information generated by or provided through the Solution, excluding Application Data, are protected by copyright and other intellectual property rights and are owned by or licensed to the Supplier. Any software developed individually shall likewise belong to the Supplier, unless otherwise agreed in writing. The Supplier shall be notified of any actual or potential infringement of the Supplier’s intellectual property rights or any unauthorised use of the Solution of which the Customer becomes aware.

10.2. With respect to any material uploaded to the Solution, the Supplier and its suppliers are granted a permission and a worldwide licence sufficient to enable the Supplier to properly operate and maintain the Solution and to fulfil its obligations. Any material uploaded to the Solution or shared with the Supplier shall at no time infringe the rights of any third party or contain elements that are offensive or in violation of applicable law or other regulations. The Supplier shall be indemnified and held harmless against any loss arising in connection with this provision.

11. Assignment

11.1. The Supplier may assign or transfer its rights and obligations under the Agreement to any third party or any group-affiliated company.

12. Supplier’s Liability

12.1. The Supplier disclaims any and all liability in relation to these Terms, the services, or the use of the Solution, whether arising in contract or tort (including negligence), including liability for loss of profits, consequential or other indirect losses, loss of data, losses based on product liability, or losses arising as a result of simple negligence.

12.2. The Supplier shall not be liable for any third-party solutions that are available through and/or integrated with the Solution. This includes, inter alia, integrations added to the Solution. Accordingly, the Supplier shall not be liable for the accuracy, completeness, quality, or reliability of information, nor for the results obtained through such third-party solutions. Likewise, the Supplier shall not be liable for the availability, security, or functionality of third-party solutions, including any damage and/or losses caused by such third-party solutions. The burden of proof that any alleged loss cannot be attributed to third-party solutions shall rest with the party asserting the claim.

12.3. Irrespective of the type of loss or basis of liability, the Supplier’s aggregate liability shall be limited to an amount equal to seventy per cent (70%) of the fees received by the Supplier during the preceding twelve (12) months. If a twelve (12)-month period has not elapsed, the limitation of liability shall be calculated as the average of the amounts received during the months elapsed, multiplied by twelve (12). The Supplier shall be indemnified and held harmless against product liability claims, third-party losses, and any other claims from third parties arising out of the use of the Solution. The Customer may only claim compensation for documented losses and costs that are a direct and foreseeable consequence of the Supplier’s material breach of the Agreement.

12.4. In no event shall indirect or consequential losses or damages, including but not limited to loss of operations, loss of profit, loss of goodwill, loss of anticipated savings, loss of data, data restoration costs, costs of external advisers, or loss of revenue, be compensable under this Agreement.

13. Indemnification

13.1. The Supplier shall be indemnified and held harmless against any claims or losses arising from product liability, third-party losses, or liability towards third parties, to the extent such claims or losses arise out of the Customer’s use of the Solution.

14. Force majeure 

14.1. The Supplier shall not be liable for any delay or failure to perform its obligations due to circumstances beyond Plandisc’s reasonable control, including but not limited to natural disasters, war, acts of terrorism, pandemics, governmental orders, strikes, labour disputes, power outages, internet disruptions, or other similar unforeseen events.

14.2. Events relating to the Supplier’s subcontractors that prevent the Supplier from performing its obligations towards the Customer and that cannot be remedied without disproportionate expense to the Supplier shall likewise constitute force majeure.

15. Confidentiality

15.1. The Supplier shall be subject to a duty of confidentiality with respect to all information obtained in connection with the performance of the Agreement, except where disclosure is required pursuant to applicable law, court orders, or in accordance with the Data Processing Agreement.

15.2. The Customer shall be bound by equivalent confidentiality obligations with respect to information concerning the delivery, including information about the contractual arrangements.

16. Amendments to the Terms

16.1. The Supplier shall be entitled to amend these Terms in any respect. The Terms applicable from time to time shall be available on the Supplier’s website. The Supplier intends to provide reasonable notice (one (1) month) in connection with any amendment. Amendments shall be notified by email. Continued use of the Solution following any amendment to these Terms shall constitute acceptance of the amended Terms.

17. Disputes

17.1. These Terms shall be governed by Danish law, and any dispute arising out of or in connection with the contractual relationship, including these Terms, shall be subject to the exclusive jurisdiction of the City Court of Aarhus.

18. Validity

18.1. These Terms shall be effective as of 01.01.2026 and shall replace and supersede all previous terms and conditions.