TERMS OF USE

These following terms (“Terms of Use”) apply to customer’s (“Customer”, or “you”) access to and use of all applications and/or websites as well as any other media form, media channel, mobile website, software, hardware, or mobile application related, linked, or otherwise connected thereto (“Services”) provided by Sublyfe AB, org. no. 559315-5285, (“Sublyfe”). Sublyfe and Customer are individually named “party” and collectively named “parties”.

These Terms of Use shall act as a legally binding agreement between the parties, and by using the Services, you acknowledge that you have read and understood these Terms of Use and agree to be bound by the terms and conditions set out below.

ACCEPTANCE OF TERMS
1. By registering for and/or using the Services in any manner, including but not limited to visiting or browsing Sublyfe’s website, you agree to these Terms of Use (including, for clarity, the Privacy Policy) and all other policies and procedures that may be published from time to time on the Sublyfe website, each of which is incorporated by reference and each of which may be updated from time to time without notice to you.
2. Certain of the Services may be subject to additional terms and conditions specified by Sublyfe from time to time; your use of such Services is subject to those additional terms and conditions, which are incorporated into these Terms of Use by this reference.
3. These Terms of Use apply to all Customers of the Services, including, without limitation, users who are contributors of content, information, and other materials or services, registered or otherwise.
4. Your use of the Services is regulated by these Terms of Use, and you understand and agree that compliance with them is a prerequisite for your right to use the Services. You may only accept these Terms of Use if you have legal authority to do so. If you enter into these Terms of Use on behalf of a legal entity you must be authorized to enter into binding agreements on behalf of the legal entity concerned under applicable law.
PAYMENT
1. These terms and conditions (“Terms“) apply to your use of the payment solution provided by Sublyfe (“Sublyfe“, “we“, “us“, “our“), which enables businesses (“Businesses“) in various industries to offer their products and services to their customers on a recurring subscription basis (“Services“). By using our Services, you agree to be bound by these Terms. If you do not agree to these Terms, you may not use our Services.
2. Sublyfe offers Services where Customer is given the possibility to use the Services for a recurring fee. The offer entitles you to use the Services provided that Sublyfe is given an unrestricted right to advertise, independently or through a third-party provider, its own or third-parties’ products and services, however always subject to applicable laws and regulations.
3. Subscription Terms. The Service is offered on a subscription basis. Users may select a subscription term of either six (6) months or twelve (12) months, during which time there is no option for termination of the subscription. The fee for the subscription is based on the length of the subscription term selected by the User.
4. By signing up for a Paid Subscription the Customer acknowledges that the Customer’s subscription will result in a recurring payment by the Customer indefinitely until the subscription period has expired six (6) months or twelve (12) months. The Customer accepts all responsibility for the recurring charges before cancellation by the Customer and is responsible for there being sufficient balance on the payment card provided.
5. The currencies available for the Services can be found here: https://stripe.com/docs/currencies?presentment-currency=SE. The current fee structure (which may be updated by Sublyfe from time to time) is set forth on Sublyfe’s website and/or application: Sublyfe retains the right to increase the prices for individual Customer and to make other general price adjustments or amend the payment methods referred to in these Terms of Use in its absolute discretion. Such changes shall be published on Sublyfe’s website in due time before they take effect.
6. Unless otherwise stipulated on Sublyfe’s website, Customer’s payments to Sublyfe for use of the Services shall be made by one of the payment methods set out here (which may be amended to time to time): Stripe (“Third-Party Financial Company”. The terms and conditions of Sublyfe’s current Third-Party Financial Company (Stripe) can be accessed here: https://stripe.com/en-se/ssa. Sublyfe shall not be responsible for error by the third-party processor. In the event Sublyfe stipulates direct billing, instead of the use of Stripe, the Customer shall pay in accordance with instructions from Sublyfe.
7. Customer agrees that if Sublyfe, through the Third-Party Financial Company or otherwise, does not receive payment from Customer, Customer agrees to pay all amounts due upon demand. Any late payment shall accrue interest according to the Swedish Interest Act (1975:635). In the event of non-payment by Customer, Sublyfe retains the right to inactivate Customer’s account and stop providing the Services. Sublyfe also reserves the right to refuse any order placed through its website and/or application.
8. Customer acknowledges and agrees that if the purchase is subject to recurring charges, then the charging of the payment method shall be done on a recurring basis without requiring Customer’s prior approval for each recurring charge. Customer has the right to notify Sublyfe of cancellation, however, is required to pay the remaining balance of the subscription period.
9. Sublyfe reserves the right to correct any errors or mistakes in pricing, even for requested or received payment.
10. Customer agrees that any information regarding credit cards or other payment instruments may be shared by credit agencies, Third-Party Financial Companies and other companies involved in the payment process related to these Terms of Use and that Sublyfe has the right to provide any information if Sublyfe should be required by law to provide such information.
CONSUMER RIGHTS
1. In the event Customer is a consumer (hereinafter “consumer”), all mandatory applicable laws and regulations shall apply to the consumer. Any consumer in Sweden and a natural person who, in relation to activities covered by these Terms of Use, is acting for purposes other than trade, business, craft or profession shall have a period of fourteen (14) days, to withdraw from the Terms of Use without giving any reason (“Withdrawal period” or in Swedish; “ångerrättsperiod”). The Withdrawal period shall expire after fourteen (14) days from the day of the conclusion of these Terms of Use.
2. If the consumer has begun using the Services, the consumer thereby accepts that the right of withdrawal according to paragraph 3.1 is waived. Notwithstanding this, the consumer still has the opportunity to terminate the Services in accordance with paragraph 10 below. The right of withdrawal applies when the consumer and Digito are entering into these Terms of Use at a distance in accordance with The Distance and Off-Premises Contracts Act (2005:59) (in Swedish; “lagen om distansavtal utanför affärslokaler”).
3. If the consumer withdraws from these Terms of Use in accordance with this paragraph 3, the consumer shall inform Digito of its decision to withdraw from the Terms of Use. In the event a consumer in Sweden wishes to use its withdrawal right in accordance with this paragraph 3, the consumer can complete the forms attached here (https://publikationer.konsumentverket.se/kontrakt-och-mallar/angerblankett) which originate from Konsumentverket (www.konsumentverket.se; in Swedish; “Ångerblankett”).
4. If the consumer withdraws from these Terms of Use in accordance with this paragraph 3, Digito shall reimburse the consumer applicable payments received from the consumer. The consumer is not entitled to any reimbursement if the consumer has accessed the Services during the Withdrawal period.
DATA PROTECTION
1. Customer’s personal data shall be treated in accordance with Sublyfe’s Privacy Policy, available at [https://sublyfe.com/privacy] and shall be subject to Regulation (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016, General Data Protection Regulation (”GDPR”). For the avoidance of doubt, any reference to protection terms shall be interpreted in accordance with their meaning provided by GDPR.
2. Customer acknowledges and agrees that when Sublyfe makes payments to or transacts with the Customer using a Third-Party Financial Company, personal data may be collected and disclosed. In such case, Sublyfe shall act as a data controller and the Third-Party Financial Company as a data processor. The information that the Third-Party Financial Company may collect includes payment method information (such as credit or debit card number, or bank account information), purchase amount, date of purchase, and in some cases, some information about the purchase. Different payment methods may require the collection of different categories of information. The payment method information that Third-Party Financial Company collects may depend upon the payment method chosen to use from the list of available payment methods that are offered at the time of check-out. Third-Party Financial Company may also receive the name, email, billing or shipping address and in some cases, the transaction history for authentication purposes. Third-Party Financial Company may also process IP addresses for fraud monitoring, prevention, detection, and compliance purposes.
3. Customer has been informed about the fact that third parties from the EEU/EEA and outside of the EU/EEA may be able to take part of Customer’s information, data, personal data and/or material. Therefore, Customer hereby consents to any transfer of its information, data, personal data and/or material from Sublyfe to any third-party, however always subject to applicable law and regulations.
WARRANTIES
1. The Services are provided without warranty of merchantability or fitness for a particular purpose or any other warranty, expressed or implied. Sublyfe does not warrant or guarantee that the Services will be provided without interruptions, that any non-conformity arises, nor that the Services are free from defects and other errors. Sublyfe’s websites and applications are provided on an “as-is” basis and Sublyfe does not provide any express warranties including without limitation regarding the standard, delivery, timing, and security of the Services. Sublyfe shall take reasonable measures to ensure the availability of the Services. Sublyfe does however not guarantee any percentage rate of availability of a specific function, website or application included in the Services. Nor does Sublyfe guarantee the fulfillment of the product promised by its associated partners to be delivered to the customer at the suggested date of the customer`s subscription plan.
2. Sublyfe reserves the right to modify, suspend, remove, and amend the Services, including the content of the Services, in its own discretion and without prior notice. Amendments that significantly alter Customer’s use of the Services will, however, be announced on Sublyfe’s website in due time prior to their entry into force. Sublyfe is not responsible for services, or any other activities provided by its associated partners. Sublyfe shall not be held responsible for any measures taken by its associated partners, including but not limited to changes in ownership, insolvency, delivery of the products, and/or litigation.
3. Sublyfe may suspend the provision of the Services, for example in case of scheduled maintenance or in the event of a virus, worm, trojan or other attacks on Sublyfe’s IT environment. For the avoidance of doubt, Sublyfe does not seek to restrict any rights that consumers may have under applicable laws and regulations.
4. In the event the data, information, content and/or products are claimed to be unlawful or illegal in any jurisdiction, Customer accepts full responsibility and shall reimburse any costs that Sublyfe may incur in relation to such claim. This includes but is not limited to any virus or other distracting program or device that could incur or injure any computer system.
5. Parties accept that neither Customer nor Sublyfe shall have the right to base a claim on any written or oral warranties and representations not stated in these Terms of Use. Notwithstanding anything said in these Terms of Use so far, neither party excludes liability for gross negligence, wilful acts, fraudulent misrepresentation, or personal injury. Customer shall bear all costs relating to the use of the Services, including but not limited to contributions to the Internet Service Provider, however subject to applicable laws and regulations.
6. The Services may be integrated with or provided in connection with third-party services (such as Stripe) or content. Sublyfe does not control these third-party services or their contents. Customer is advised to carefully review any agreements, terms and privacy policies relating to the services and/or their content of such third parties.
BREACH OF TERMS OF USE
1. Subject to applicable laws and regulations, Customer agrees to indemnify and hold Sublyfe and its affiliates and employees harmless against all liability, damages, claims, demands, reasonable legal costs and expenses of whatsoever nature arising out of or in connection with or as a consequence of Customer’s breach under these Terms of Use and in particular breach of any warranties and representations.
2. If Customer violates a provision of these Terms of Use, Sublyfe shall, even without proof of intent or negligence, be entitled to damages for all loss caused to Sublyfe on account of the breach of the terms. In the event of Customer’s substantial breach of contract, Sublyfe shall also be entitled to terminate these Terms of Use with Customer with immediate effect and suspend Customer from further use of the Services. Customer shall not be entitled to any reimbursement of payments previously made to Sublyfe.
3. NOTWITHSTANDING ANYTHING ELSE IN THESE TERMS OF USE, CUSTOMER SHALL NOT (AND SHALL NOT PERMIT ANY THIRD PARTY) TO USE THE SERVICES IN A MANNER THAT WOULD INFRINGE UPON THE INTELLECTUAL PROPERTY RIGHTS OF ANY THIRD PARTY, OR FOR ANY ILLEGAL TRANSACTION OR UNLAWFUL PURPOSE. Sublyfe SHALL NEVER BE LIABLE FOR THE PRODUCT THAT CUSTOMER MAY RECEIVE, OTHERWISE DISTRIBUTE BREACH OF TERMS OF USE.
LIABILITY
1. Any claim for compensation by Customer must be made at most two (2) months after the date when Customer first became aware of the breach. Notwithstanding anything said in this Agreement, Sublyfe does not seek to limit liability in respect of mandatory laws and regulations and in particular in respect of consumers.
2. Sublyfe shall not be held liable for any delays and/or non-delivery of the Services under these Terms of Use.
CONFIDENTIALITY
1. Confidential information shall mean any information designated as confidential or which should otherwise reasonably be considered as being of a confidential nature, including but not limited to commercial, legal, financial, and business information as well as data, trade secrets, know-how, and any information on policies, services, processes, procedures, methods, formulations, intellectual property rights, facilities, products, plans, affairs, transactions, organizations, suppliers or business details, disclosed to the Receiving Party by or on behalf of the Disclosing Party in connection with this Agreement, whether or not such disclosure occurs before or after the execution of this Agreement, and regardless of the form in, or means by, which the Receiving Party received the information or the information was made available to such Party (“Confidential Information”).
2. Confidential Information does not include information which the Receiving Party can demonstrate (i) is or becomes available to the public other than as a result of a breach of this Agreement or any confidentiality undertaking, (ii) was available to the Receiving Party on a non-confidential basis prior to its disclosure to the Receiving Party, (iii) becomes available to the Receiving Party on a non-confidential basis from a person, other than the Disclosing Party, who is not known by the Receiving Party to be bound by an obligation of confidentiality to the Disclosing Party or (iv) has been developed independently of the Disclosing Party’s Confidential Information.
3. The Receiving Party agrees to (i) keep secret and not to disclose to any third party, directly or indirectly, any Confidential Information, (ii) to take all reasonable measures to ensure that Confidential Information is not disclosed and (iii) to only use the Confidential Information for the Purpose contemplated in this Agreement.
4. The Receiving Party may disclose Confidential Information to its affiliates and its respective employees, directors, officers, consultants, advisors, accountants, subcontractors or sub-licensees (the “Affiliates”) who have a need to know such information for the Purpose. The Receiving Party shall however in such case impose on the Affiliates, in an appropriate manner, the obligations of confidentiality as set out herein. The Receiving Party shall be liable for any use and/or disclosure of Confidential Information by such Affiliates. The Receiving Party shall upon the Disclosing Party’s request inform the Disclosing Party of any external Affiliates to whom it has disclosed Confidential Information.
5. Upon the Disclosing Party’s request, the Receiving Party and any of its Affiliates that have received Confidential information, shall keep a list of anyone who has been granted access to the Confidential Information. Such lists shall, upon the Disclosing Party’s request, be shared with the Disclosing Party.
6. The obligation of confidentiality does not apply where the disclosure of Confidential Information is required by mandatory law, rule, regulation, applicable stock exchange rules or an order by court or authority, subject to what is set out in Section 1.7 below.
7. Should the Receiving Party be under obligation to disclose Confidential Information, in accordance with what is set forth in this Agreement, the Receiving Party shall without undue delay, where so is reasonably possible, before any disclosure is made, inform the Disclosing Party hereof in order for the Disclosing Party to be able to take such actions in order to protect the information as it may deem necessary. Any disclosure in accordance with this Agreement shall be made only to the extent so required. The Receiving Party furthermore undertakes to without delay inform the Disclosing Party in case it becomes aware of any unauthorized disclosure of Confidential Information and shall take all reasonable measures in order to prevent any further disclosure.
8. The Receiving Party acknowledges that any Confidential Information is provided “as is” without any warranties as to its accuracy or completeness.
HANDLING OF CONFIDENTIAL INFORMATION
1. The Receiving Party undertakes to safeguard the other Party’s Confidential Information in a manner no less protective of such information than of its own information, and to keep the Confidential Information separate from its own information.
2. Upon request by the Disclosing Party or upon termination of this Agreement, the Receiving Party undertakes to return and/or destroy, as requested, any material containing Confidential Information, as well as any copies of such information that the Receiving Party or its Affiliates have under their control. The Receiving Party undertakes to, upon request by the Disclosing Party, certify in writing that such return or destruction has occurred.
3. Notwithstanding the foregoing, the Receiving Party shall be permitted to retain one copy of the Confidential Information as required by any law, regulation, court order or decision by court or regulatory authority. Confidential Information retained under this Section 2.3 shall remain subject to the confidentiality obligations set out in this Agreement.
OWNERSHIP
1. Ownership of any background, data, material, information, intellectual property, etc. provided by Sublyfe for the purposes of these Terms of Use, the Services, etc., shall continue to vest in Sublyfe. All rights are expressly reserved by Sublyfe, and Customer hereby explicitly consents that no right, title, or interest in or to the Services or anything contained therein is transferred to the Customer.
2. Customer is granted a non-commercial, non-exclusive, limited, personal, non-transferable, non-sublicensable, revocable license to use the Services solely for its intended purpose. For the avoidance of doubt, Customer acknowledges that no vesting or licensing of Sublyfe’s raw data, personal data and/or material will take place under these Terms of Use.
DURATION AND TERMINATION
1. These Terms of Use shall enter into force on the date when Customer first uses the Services (i.e., registering for and/or using the Services in any manner, including but not limited to visiting or browsing Sublyfe’s website and/or sign up for an account via Sublyfe’s website).
2. Each party shall have the right to cause these Terms of Use to be terminated at any time. Regardless, the subscription continues until the remaining balance of the subscription six (6) or twelve (12) months has been paid in full.
3. All Paid Subscriptions renew automatically, unless terminated or modified under these Terms of Use. If you have a yearly Paid Subscription, Digito will contact you at least 15 days prior to the end of the term of your Paid Subscription via email to remind you that the term of your Paid Subscription will automatically renew.
4. Digito may terminate your account and access to the Services and other rights to access the website and/or application immediately if (a) you breach these Terms of Use or Digito is required to terminate such rights by law due to misconduct, or (b) for convenience with five (5) days’ notice; provided, however, that if you have a Paid Subscription, any notice of termination for convenience will not be effective until the end of your then-current Paid Subscription term. These remedies are in addition to any other remedies Digito may have at law.
5. The Customer may cancel or elect to not renew the Paid Subscription at any time by contacting Digito at info@sublyfe.com. If, after terminating your Paid Subscription or, if you do not have a Paid Subscription, at any time, you wish to terminate your account, you can do so by stopping your use of the Services.
6. If the Customer terminates its Paid Subscription or its account, the Customer’s ability to access the Services ends immediately. The Customer is not entitled to any refund or other compensation for the termination of your account or Paid Subscription in accordance with its terms. These Terms of Use shall not otherwise be affected and will survive the termination of your account or Paid Subscription for any reason.
7. Notwithstanding the provisions above, these Terms of Use may be terminated: by either party with immediate effect upon written notice if the other party should become insolvent or a petition in bankruptcy should be filed by or against it, or a receiver of its property or a substantial part thereof should be appointed.
8. For consumers, a Withdrawal period of fourteen (14) days applies in accordance with these Terms of Use.
MISCELLANEOUS
1. Any notice to be given by either party pursuant to these Terms of Use must be in writing and may be sent by email to the e-mail address of the recipient party.
2. These Terms of Use are in the English language only. Any versions of these Terms of Use in any other language will be for accommodation only and will not be binding on either party.
3. The parties understand and agree that their relationship hereunder is one of contract and that they are not and shall not be construed as partners, joint ventures, or agent and principal. In no event shall either party be authorized to act for or on behalf of the other party.
4. If any provision of these Terms of Use is held by a court of competent jurisdiction to be invalid under any applicable statute, rule or law, each party agrees that such invalidity shall not affect the validity of the remaining provisions of these Terms of Use, and further agree to substitute for the invalid provision a valid provision which most closely approximates the intent and economic effect of the invalid provision.
5. Sublyfe shall have the right to co-operate and/or enter into agreement with any other third-party including other customers and Sublyfe shall have no restriction on competition.
6. Sublyfe shall have the right to assign all or part of these Terms of Use without Customer’s approval. Neither these Terms of Use nor any rights under these Terms of Use shall be assigned or otherwise transferred by Customer without the prior written consent of Sublyfe. No one other than each party under these Terms of Use has any right to enforce any term herein. These Terms of Use shall bind and insure to the benefit of the successors and permitted assigns of the parties.
7. Sublyfe retains the right to update, amend or otherwise modify these Terms of Use at its own absolute discretion. You will be notified of updates, amendments, and modifications in due time prior to their entry into force and they will take effect on the date stated in the notification to you. Your use of the Services also constitutes an acceptance of these Terms of Use; hence your continued use of the Services shall be regulated by any updated Terms of Use from the date of their entry into force.
8. These Terms of Use constitutes the entire agreement between Customer and Sublyfe with respect to this subject matter, and supersedes all prior and contemporaneous discussions, communications and agreements, written or oral, with respect thereto. Customer and Sublyfe confirm that they have not been induced to enter into these Terms of Use as a result of any representation or statement which is not set out herein.
9. These Terms of Use may be amended from time to time. Supplemental terms and conditions or documents are hereby expressly incorporated herein by reference. You waive any right to receive specific notice of each such amendment.
LAW AND JURISDICTION
1. If Customer files a complaint, such complaint may be sent to Digito by mail; Digito Group AB Skånegatan, 83, 11635 Stockholm, or by e-mail; info@sublyfe.com
2. In the event Customer is a consumer, the Customer may also have the right to report or file a complaint to the general complaints board in its country. The Swedish general complaints board is National Board for Consumer Disputes (ARN): www.arn.se. Customer may also report or file a complaint through the European Commission’s Online Dispute Resolution: www.ec.europa.eu/consumers/odr/main/index.cfm?event=main.home2.show&lng=SV.
3. Customer endeavors to use its reasonable efforts to negotiate and settle any dispute or claim that may arise in relation to these Terms of Use.
4. These Terms of Use and all matters in relation to the Services shall be construed in accordance with Swedish law and the Swedish courts shall have jurisdiction, however always subject to mandatory consumer law.