• "Account Admin" means any User who has the admin-role for a specific Customer Account. "User" means any by the Customer authorized user (a named individual) of the Service.

• "Account Owner" means the User who has the owner-role for a specific Customer Account. The Account Owner is also an Account Admin.

• "Causiq's App" means the software which is made available via https://app.causiq.com.

• "Channel" (or "Connector") means the configuration between Causiq's App and a software, system or platform (as determined by the context) that contains Customer Data.

• "Customer Account" means the set of configuration, data and setup that is specific to a Customer's business, holding not only the data, but also the result of running algorithms provided by the Service on said Customer Data, as well as the set of permissions of Customer's Users and anything related to the Customer's business as processed by Causiq.

• "Customer Data" means any data and information submitted or processed by or for Customer in relation to the Service and the Causiq App.

• "Data Protection Laws" means EU Directive 95/46/EC, as transposed into domestic legislation of each Member State and as amended, replaced or superseded from time to time, including by regulation (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016 on the protection of natural persons with regard to the processing of personal data and on the free movement of such data, and repealing Directive 95/46/EC (“GDPR”) and laws implementing or supplementing the GDPR.

• "Invited User" means someone who had been invited to Causiq's App through the Service.

• "License" means the license to use the Service as described in section 4.

• "Non-attributable Customer Data" means data processed in a manner to make it non-attributable to a specific Customer (including but not limited to; aggregatated market-vertical metrics, median marketing spend per market per company turnover quantile, aggregate brand effects and holiday effects as they differ between markets).

• "Personal Data" shall have the definition provided by the GDPR.

• "SDK" (or "Pixel") means software used by the Customer, to send data related to behavioural analytics, website activity, and/or Personal Data, to Causiq's App.

• "Service" means the outputs, reports, configuration, customer support and otherwise any and all value-add provided by Causiq's App and Causiq. The Service is an analytics platform aiming to provide insights for marketing, end-customer behaviour and end-to-end KPI:s of the Customer or the Customer’s customers.

• "Service Agreement" means the agreement between the Customer and Causiq. 

• "Subscription" means a chosen plan which allows the Customer to access the Service in accordance with the Service Agreement.

• "Subscription Fee" means a fee that the Customer pays Causiq for the Subscription as set out in the Service Agreement.

• "Subscription Term" shall mean that period during which Customer will have access and use of Causiq's App and the Service as set out in the Service Agreement.

• "Third Party Service" means any service within Causiq’s App not provided by Causiq.

In consideration of the fees paid by Customer under the Service Agreement, Causiq agrees to provide the Customer access to the Causiq App and Service in accordance with the Service Agreement. Specific components of the Service to be provided to Customer are set out in the Service Agreement.

1. Causiq offers a digital service for measuring marketing activities and the effects thereof, and is provided as-a-service. The Service can be used both by Customers who wishes to measure its marketing activities as well as agencies using the Service to measure marketing activities on behalf of its customers.
2. By creating a Customer Account, the Customer accepts and agrees to receive communications from Causiq, including via e-mail, text message, calls and push notifications. If the Customer does not want to receive promotional communications, the Customer may opt out of such communications at any time in the Customer Account settings.
3. Any new functionality or feature, introduced to the Service, will be subject to the Service Agreement.
4. Causiq agrees to use commercially reasonable efforts to provide customer support in respect of the Service and the Causiq App. Causiq will provide consultation to the Customer directly via Slack or by e-mail sent to support@causiq.com regarding issues related to the Service or the Causiq App.

1. Causiq grants the Customer a limited, non-exclusive, non-transferable, non-assignable and limited right to use the Service as set forth in the Service Agreement, for the intended purposes subject to the Customer’s compliance with the Service Agreement.  The License may consequently only be used for the specific Customer’s purposes and may not be shared, resold, distributed, lend, leased, transferred, sublicensed or otherwise made available to any third party, other than what is explicitly stated herein. The Customer may not copy, modify or distribute any part of Causiq's App or the Service. The Customer may not reverse engineer or attempt to extract the source code of the Causiq App or the Service. The Customer may only access the Causiq App or the Service through the interfaces that Causiq provides and the Customer may not scrape Causiq's App or the Service through automated means or frame any part of Causiq's App or the Service. The License is valid as long as the Customer has access to a registered Customer Account. 

2. The Customer acknowledge and agree that, subject to any applicable written agreement between the Customer and the Invited User, or any other relevant laws (i) an Account Admin determines who is an Invited User and what roles and permissions to assign them, (ii) the Customer is responsible for all Invited User’s actions within the Service, and (iii) in event of a dispute between the Customer and an Invited User, the Customer is responsible for deciding what access and permission if any, to give to the Invited User.

3. All rights pertaining to Customer Data provided to the Causiq App are retained by the Customer, which is responsible for the lawfulness of such data. In order for Causiq to provide the Customer with the Service, the Customer grants Causiq a non-exclusive, royalty-free, worldwide, transferable, right to access and use, store, reproduce, modify, create derivative works from and distribute any such data or derivatives thereof (during and after the term hereof) for the purposes of operating, providing, improving and marketing the Service. For the avoidance of doubt, this clause pertains to Causiq's right to use Customer Data for, but not limited to, inputs to construct, train and maintain machine learning models, as well as potentially serving as inputs into aggregated industry benchmarks.

4. Causiq may in its sole discretion, remove or take down any Customer Data provided to the Causiq App or the Service for any reason, including violation of the Service Agreement.

5. Causiq is constantly improving and tweaking the Service. Causiq may introduce new features, change existing features, or remove features from Causiq's App and the Service at any time and without notice. If the Customer provide us with any feedback, comments, or suggestions regarding the Causiq App and the Service, the Customer grants Causiq the right to use such feedback or comments for any purpose without restriction or payment to the Customer.

1. The Customer shall use the Causiq App and the Service in accordance with the Service Agreement, instructions from Causiq, applicable laws, rules and regulations. The Customer shall furthermore ensure that each of its Users accepts and complies with the Service Agreement.

2. The Customer shall be responsible for obtaining and maintaining all hardware, software, communications equipment, and network infrastructures required to access and use the Service.

3. The Customer is solely responsible and liable for all access to, and all actions and activities conducted under its Customer Account, as well as for the Users of the Customer Account. The Customer shall immediately inform Causiq about any unauthorized use of its Customer Accounts.

4. Causiq reserves the right to suspend any User or terminate any Customer Account if activities occur which constitutes or may constitute a violation of the Service Agreement, Causiq instructions as updated from time to time or of any applicable local or international laws, rules or regulations. 

5. The Customer represents and warrants that the Customer has the necessary authority to legally bind the business or entity to the Service Agreement. To use the Service, the Customer is required to create a Customer Account. The Customer agrees that all information provided towards these account details is accurate and up to date, including but not limited to the Customer's VAT number, company address and company entity type.

6. The Customer acknowledge that the Customer Account and its credentials are individual and private information and agree not to share this information with other people or companies. The Customer is solely responsible to keep its credentials to itself.

7. The Customer is responsible for, and hereby warrants that: (i) It is solely responsible for all content it uploads, publishes or displays to users of Causiq's App and the Service; (ii) The information it uploads is not false, misleading, untruthful or inaccurate and does not infringe on someone else's rights or otherwise conflict with the law or the rights of others. (iii) The Customer will not use Causiq's App and the Service to upload, post, transmit, share, store or otherwise make available any content that Causiq deems to be harmful, threatening, unlawful, defamatory, infringing, abusive, inflammatory, harassing, vulgar, obscene, fraudulent, invasive of privacy or publicity rights, hateful, or racially, ethnically or otherwise objectionable; and (iv) the Customer shall use the Service and the Causiq App for lawful purposes only.

1. The Customer acknowledges and agrees to that Causiq shall have the right to use and share Customer Data to compile statistics and other marketing information and finally to improve, develop and modify the Service.

2. The Parties acknowledge that for the purposes of Data Protection Laws that Causiq will process personal data on behalf of the Customer. Such processing is governed by a data processing agreement which constitutes an integral part of the Service Agreement, the data processing agreement can be found in the **Data Processing Agreement. **Causiq and the Customer are independent data controllers in relation to personal data processed to improve the Services and the Parties does not consider themselves to be joint controllers as defined in the GDPR. 

3. Causiq and the Customer are also independent data controllers in relation to personal data processed to act under the Service Agreement. This will typically include contact information to each other’s representatives. The Customer, therefore, undertake to ensure that all its Users have read Causiq's Privacy Policy, https://causiq.com/privacy-policy, as updated from time to time. 

4. Causiq shall have exclusive control over the creation and use of Non-attributable Customer Data, as well as the purposes to which such datasets may be put. The Customer agrees that Causiq may make such Non-attributable Customer Data publicly available, provided that it: 1) does not contain Personal Data; and 2) is not compiled using a sample size small enough to make the underlying data identifiable. Causiq and/or its licensors own all right, title and interest in and to the Non-attributable Customer Data and all related software, technology, documentation, and content provided in connection with the Non-attributable Customer Data, including all Intellectual Property Rights in the foregoing.

5. The Customer warrants to Causiq that it has and will maintain all necessary rights, licenses, consents and authorizations to transmit the Customer Data to Causiq and to permit it to be processed for the purposes contemplated by the Service Agreement. 

6. In the case the Customer uses the SDK or otherwise provides Customer Data to the Causiq App, the Customer acknowledges and covenants that the Customer is solely responsible for ensuring a legal basis for processing of any data resulting from such use, and that Customer will act as a Data Controller for such collected data.

1. The Customer pays for the Service through a monthly or yearly Subscription Fee, ahead of time. Additional charges by the Customers' bank and/or financial institute may apply; the Customer agrees to be responsible of such additional charges.

2. The Customer may add ancillary items to the Subscription, which will be reported, and charged monthly in arrears.

3. The Customer may choose between the following payment methods: i) invoice or ii) credit card.

4. If invoice is chosen as payment method, the Customer shall pay all invoices within fifteen (15) days after the invoice date. Interest on overdue payment shall accrue according to the Swedish Interest Act (Sw. räntelag (1975:635)), and collection fees will be charged when applicable.

5. By choosing payment with a credit card, Causiq will charge the credit card with the agreed amount.

6. Causiq reserves the right to change their listed fees at any time. It is the Customer’s responsibility to stay informed of any price changes. Notwithstanding the foregoing, any price change will not affect agreed Subscription Fees contained in a Service Agreement prior to the expiration of the current Subscription Term.

1. Causiq's App and the Service are protected by copyright law, trademark law, other intellectual property law and other regulations under Swedish law, as well as other relevant laws of other countries. The Customer hereby confirms and agrees to that Causiq's App and the Service with all its intellectual property rights, including data, belong to Causiq, or any of Causiq’s licensees or licensors, exclusively, other than as expressly set forth herein. The Customer may not delete, change, distribute or distort any type of copyright-, trademark- or other intellectual property right that is available on or in connection to the Service.

2. The Service and its original content, features, functionality and design elements are and will remain the exclusive property of Causiq or the owner of a Third Party Service. The Customer’s use of the Causiq App and the Service is limited to the rights granted to the Customer under the Service Agreement. Causiq's intellectual property may not be used without Causiq's prior written consent, other than as expressly set forth herein.

The Customer will indemnify and hold Causiq (and its officers, directors, agents, subsidiaries, joint ventures, and employees) harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of a Customer breach of the Service Agreement, our policies, or a Customer violation of any law or the rights of a third party, to the extent permitted by applicable law.

The Customer agrees and acknowledges that Causiq does not assume responsibility for any products, content, services, websites, advertisements, offers, or information that is provided by third parties which is made available through the use of Causiq's App and the Service.

1. Except as expressly provided herein, Causiq makes no warranty of any kind whether express, implied statutory or otherwise and the Customer hereby, to the maximum extent permitted by applicable law, disclaims all implied warranties such as implied warranties for fitness for a particular purpose, merchantability, non-infringement, and the Service and/or Causiq App being free from errors and bugs.  

2. Causiq shall, except for in the event of its gross negligence or wilful misconduct, in no event be liable for any loss of profit, revenue, business savings or goodwill, loss of data, or the Customer’s obligation to compensate any third-party or any indirect or consequential damage whatsoever. 

3. Causiq’s aggregate and total liability under the Service Agreement shall be limited to direct damages and to an amount equal to 50 percent of a price base amount (Sw:* prisbasbelopp*) as defined by the Social Insurance Code (2010:110) (Sw: socialförsäkringsbalken)

4. Any recommendations and/or instructions from Causiq or any of Causiq's employees on how to use the Service shall not be considered as consultation or advice in each specific case. Causiq is therefore, not responsible for any outcome or result of such recommendations and/or instructions.

The Service Agreement shall come into effect on the Effective Date as set out in the Service Agreement.

1. The Service Agreement and the Subscription Term for yearly plans shall renew for successive 12-month periods unless the Customer delivers written notice of non-renewal to Causiq at least 60 days prior to the expiration of the then-current Subscription Term. The Subscription Term for monthly plans shall renew for successive 1-month period unless the Customer delivers written notice of non-renewal to Causiq at least 30 days prior to the expiration of the then-current Subscription Term.

2. Any provision herein that to its nature is intended to survive the termination of the Service Agreement, will survive such termination and remain in force without limitation in time.

3. Should the Customer become insolvent, go into liquidation, or has a receiver or manager of its assets appointed, or similarly becomes subject to an insolvency event in any jurisdiction, Causiq may take any or all of the following actions, at its sole direction, (i) terminate the Service Agreement, Customer access and use of Causiq's App and the Service, (ii) freeze the Customer Account to the Services for any period of time and/or (iii) suspend or terminate access to the Customer Data.

Should the Customer, or any of its Users, use the Service in violation of the Service Agreement, applicable law, or if such use may constitute a risk of harming Causiq’s trademarks, goodwill or reputation, Causiq shall have the right to: i) delete any Customer Data provided by the Customer, ii) suspend and/or terminate the Customers Account iii) terminate the Service Agreement, and iv) receive a reasonable compensation for its losses connected to the Customer’s violation.

1. The Parties shall be relieved from any liability for any delay or failure to perform any obligation under the Service Agreement during such period and to the extent that the due performance thereof by either of the Parties is prevented by reason of any circumstance beyond the reasonable control of the party (“Force majeure”), such as war, warlike hostilities, labor disturbances, fire, flood, or other circumstances of similar importance.

2. The party desiring to invoke an event of Force majeure shall as soon as possible provide the other party with a written notice.

3. If the performance of the Service Agreement is severely hindered for a longer period than three (3) months due to a Force majeure event, either party shall be entitled to terminate the Service Agreement with immediate effect. Upon termination due to a Force majeure event, each party shall bear its own costs incurred by the termination.

The Service Agreement, subject to any amendments, modifications, or additional agreements that the Customer has entered into with Causiq, shall constitute the entire agreement between the Customer and Causiq with respect to Causiq's App and the Service and any use of Causiq's App and the Service. If any provision is found to be held invalid by a court competent jurisdiction, that provision only will be limited to the minimum extent necessary and the remaining provisions will remain in full force and effect.

1. Causiq has the right to assign its rights and obligations hereunder to other companies and companies owned wholly or partially, directly or indirectly by Causiq AB. Furthermore, Causiq has the right to subcontract the performance of its duties under the Service Agreement. Any such subcontract shall be required to honour the commitments to the Customer.

2. Causiq reserves the right to transfer the Customer's information, subscription, Customer Account,  Customer Data that Causiq has in the event of a merger with a third party upon a sale or transfer of all or a portion of Causiq or assets to a third party acquirer through a share purchase. A third party acquirer shall honour the commitments to the Customer made in the Service Agreement and in Causiq's Privacy Policy.

Causiq may make changes to these Terms from time to time. When Causiq introduces changes, Causiq will post the most current version of the Terms on its website and, if a revision of the Terms is material, Causiq will notify the Customer of the new Terms (either by e-mail or a notification in Causiq's App) as appropriate. If the Customer does not agree to the modified terms, the Customer should discontinue its use of Causiq's App and the Services.

1. Each Party agrees to keep and procure to be kept secret and strictly confidential all information in any form or medium whether disclosed orally or in writing before or after the execution of the Service Agreement designated as confidential in writing by either Party together with all other information which relates to the business, affairs, products, developments, trade secrets, know-how, personnel, consultants, sub-contractors, customers and suppliers of either Party, including the terms of the Service Agreement, or information which otherwise may reasonably be regarded as confidential information of the disclosing Party. For the avoidance of doubt confidential information shall not be used by either Party for any purpose other than fulfilling its obligations and complying with the terms and conditions of the Service Agreement.

2. Disclosure of confidential information shall be made only to those affiliates, employees, representatives (including for the avoidance of doubt, auditors and legal advisers) and sub-contractors who have a need to know the relevant information in order to further the purposes of the Service Agreement. The disclosing Party shall ensure that such receivers are bound by confidentiality no less strict than set forth in this Agreement. 

   1. The provisions of this clause 19 shall not apply to any confidential information which the receiving Party can demonstrate:

   2. is in the possession of the receiving Party without restriction in relation to disclosure before the date of receipt from the disclosing Party; or

   3. is or becomes public knowledge other than by breach of the Service Agreement; or

   4. is received from a third party who lawfully acquired it and who is under no obligation restricting its disclosure; or

   5. is independently developed without access to the confidential information; or

   6. disclosure of confidential information is required by mandatory law, rule, regulation, applicable stock exchange rules or a court order.

   7. The provisions of this clause 19 shall survive the termination of this Agreement and for a period of 5 years thereafter.

    

3. Upon request by the disclosing party or upon termination of the Service Agreement, the receiving party undertakes to return and/or destroy, as requested, any materials containing confidential information, as well as any copies of such information. If such confidential information and/or copies thereof cannot be returned, the receiving party undertakes to destroy it.

1. Any dispute, controversy or claim in connection with the Service Agreement, and any non-contractual obligations arising out of or in connection with the same, shall be governed by and construed in accordance with the laws of Sweden, with the exclusion of its conflict of law rules.

2. Any dispute, controversy or claim (contractual or non-contractual) arising out of or in connection with the Service Agreement, or the breach, termination or invalidity thereof, shall be finally settled by arbitration administered by the Arbitration Institute of the Stockholm Chamber of Commerce (the SCC Institute). 

3. The Rules for Expedited Arbitrations of the Arbitration Institute of the Stockholm Chamber of Commerce shall apply, unless the SCC Institute, taking into account the complexity of the case, the amount in dispute and other circumstances, determines, in its discretion, that the Rules of the Arbitration Institute of the Stockholm Chamber of Commerce shall apply. In the latter case, the SCC Institute shall also decide whether the arbitral tribunal shall be composed of one or three arbitrators.

4. The place of arbitration shall be Stockholm, Sweden. The language to be used in the arbitral proceedings shall be Swedish.

5. The Parties undertake and agree that all arbitral proceedings conducted under this arbitration clause shall be kept confidential, and all information, documentation, materials in whatever form disclosed in the course of such arbitral proceedings shall be used solely for the purpose of those proceedings.