TERMS OF USE

These Terms of Use govern the access to and the use of ePact’s website (hereinafter referred to as “Website”) and ePact’s services (hereinafter referred to as “Services”) by natural persons or legal entities which could be either Customers, Signers, Reviewers, or Visitors (hereinafter collectively referred to as “you”).

These Terms of Use apply for all Services available through the Website. The Services include Digital Signature and Document Editor. The Website and the Services may only be accessed and used in accordance with these Terms of Use. By accessing and using the Website and/or the Services you agree on and accept these Terms of Use, and warrant that you are authorized to accept these Terms of Use and to enter into an agreement with ePact (hereinafter referred to as “Agreement”). These Terms of Use constitute the entire Agreement between you and ePact, unless a separate agreement in written form between you and ePact exists that has modified or departed from these Terms of Use. The Agreement enters into force from the date the Terms of Use are accepted. If you do not agree with these Terms of Use, you must immediately leave the Website and cease using it or any of the Services and delete your account if you have registered such.

ePact reserves the right to change these Terms of Use. Any changes to these Terms of Use will be posted on this page and will enter into force on the date stated in the change. If you do not agree with the changes, you must immediately leave the Website and cease using it or any of the Services and delete your account if you have registered such.

ePact’s Privacy Policy is an integral part of these Terms of Use. By agreeing on and accepting these Terms of Use you also agree on and accept ePact’s Privacy Policy.

DEFINITIONS

Account Information: the information which is submitted when creating an account with the Website.

Customer: a natural person or a legal entity who has registered an account with the Website.

Digital Signature: digital signature available for purchasing via the Website after creating an account with the Website.

Document Editor: a software application available online through the Website after creating an account with the Website that consists of an online text document editor and gives access to a number of document templates.

ePact: ePact IVS is a private limited liability company registered in Denmark with business registration number 39694050.

Reviewer: a natural person or a legal entity who is invited by a User to review a document which has been put for signing.

Services: Software applications which are delivered by ePact as Software as a Service (SaaS) and are made available online through the Website and which, include Digital Signature and Document Editor.

Signer: a natural person or a legal entity who is invited by a Customer to sign a document with a digital signature.

Subscription Period: a period of paid subscription for access to and use of the Document Editor which can be purchased by a Customer.

User: a natural person or legal entity who is using the Services and who is either a Customer, or a Signer, or a Reviewer.

User’s Data: (i) all documents which a Customer uploads on its account and puts for signing or creates, edits and saves in the Document Editor and the data and the information which they contain, including any kind of personal data, as well as the personal data of the Signers who the Customer invites to sign the document and the personal data of the Reviewers who the Customer invites to review the document; (ii) the personal data of the Reviewers who the Signer invites to review the document.

Visitor: a natural person who visits the Website and is neither a Customer, nor a Signer, nor a Reviewer.

Website: ePact’s website www.epact.eu.



1. SERVICES


1.1. The use of Services is provided through the Website. Purchasing Digital Signature(s) and Subscription Period(s) for the Document Editor is available after creating an account with the Website. By accepting these Terms of Use you hereby acknowledge that ePact acts only as an intermediary between the Users for the sole purpose to fulfill its obligations under these Terms of Use to provide access to and use of the Services to the Users and to facilitate the process of creating, editing and signing documents with digital signatures.

1.2. The Services are provided by ePact to the User as Software as a Service (SaaS) and are made available online through the Website.

1.3. In order to purchase Digital Signature(s) or to buy Subscription Period(s) for the Document Editor you need to create an account with the Website. If it is a first-time registration, you may use the free trial period that provides the Customer with two free Digital Signatures and 14 days of free use of the Document Editor. The number of free trial periods is limited to one. After creating an account, you will receive a verification link in order to confirm your registration for the Services. Every Customer may have one single account. The Customer is identified by the name, the e-mail and the business registration number used for creating an account.

1.4. Every purchased Digital Signature may be used by a single natural person or a single legal entity to sign a single electronic document.

1.5. The Customer may itself use the Digital Signature(s) it has purchased to sign documents through the Website or invite Signer(s) to sign documents through the Website.

1.6. When the Customer puts a document for signing, the Customer invites the Signer(s) to sign the document using the Signer’s name and Signer’s e-mail. When a Signer is invited to sign a document using the Services, the Signer receives an e-mail with a link which gives the Signer access to the document itself, the option to sign it and the option to see if it has already been signed by others via the Services. The Signer cannot edit the content of the document or delete the document. The link in the e-mail is active for 30 days. If the Signer does not sign the document the Signer has been invited to sign by the Customer in said 30-days period, the link will expire.

1.7. The Signer may access the documents which he has been invited to sign by the Customer or which he has already signed using the Services via the link in the e-mail described in article 1.6.

1.8. Digital Signatures bought on the Website expire automatically after 3 years, unless ePact in specific cases decides to extend their validity. ePact does not owe any refund for Digital Signatures that expire.

1.9. When the Customer puts a document for signing or when the Signer receives a mail with the link to the document the latter has been invited to sign, cf. article 1.6., the Customer and the Signer may choose to invite a Reviewer to review the document using the Reviewer’s name and Reviewer’s e-mail. Every Reviewer is linked either to the Customer or to a Signer. When a Reviewer is invited to review a document via the Services, the Reviewer receives an e-mail with a link which gives the Reviewer access to the document itself with the option to review it and to mark it as reviewed. If the document is not marked as reviewed, when accessing the document using the Services, the Customer and the Signer will get a message that the document has not yet been reviewed by the respective Reviewer. The Reviewer cannot edit the content of the document or delete the document.



2. PAYMENT


2.1. ePact will invoice the Customer based on the number of purchased Digital Signatures and the number of purchased Subscription Periods for the Document Editor.

2.2. The Customer is obliged to make the due payment for the purchased Digital Signature(s) and Subscription Period(s) within 7 days of purchase.

2.3. The prices of the Digital Signature(s) and the Subscription Period(s) for the Document Editor stated on the Website are excluding VAT. VAT, if applicable, will be added to the price when the invoice is issued. Other taxes due by law might be added to the price and included in the invoice when it is issued. These other taxes, if any, will be specified in the invoice.

2.4. ePact reserves the right to increase the prices for new Digital Signatures without notice by posting new prices on the Website.

2.5. ePact will not refund any payments to the Customer, unless explicitly stated in these Terms of Use.



3. SECURITY AND MAINTENANCE


3.1. ePact is committed to maintain full functionality, security and operational stability of the Website and the Services as much as possible and is taking all reasonable technical measures to do so. In the event of any problems with the functionality of the Website and the Services, ePact will strive to restore the full functionality as soon as possible.

3.2. ePact does not warrant any particular level of uptime, but expects ePact’s systems to have 99 percent uptime.

3.3. ePact strives to ensure the security of all User’s Data, as well as all personal data processed by ePact regardless of whether part of the User’s Data or not. To achieve this, ePact uses methods such as encryption, backup strategies, as well as all other necessary security measures.

3.4. The User’s Data are stored on ePact’s webserver which is placed in Finland and is operated by a hosting provider trusted by ePact, Hetzner Online GmbH. By creating an account with the Website, the Customer consents to the storage and the processing of the User’s Data created by it on ePact’s webserver under these Terms of Use. For the processing of the part of the User’s Data which represents personal data see article 4 below. For the processing of the personal data which is part of the Account Information, see ePact’s Privacy Policy.

3.5. The User’s Data created by a Customer will be stored as long as the Customer’s account exists or for a period of 5 years (“Storage Period”) from the date they have been uploaded by the Customer (whichever is shorter). In case that the Storage Period expires or the Customer’s account has been closed or terminated pursuant to any of the grounds stated in article 8, the User’s Data created by a Customer may no longer be stored, except a hash of signed documents, which proves the validity of signing, as well as information related to the signing, such as Signers and date.

3.6. The User remains solely liable for the content, authenticity and accuracy of all of the User’s Data which the User creates.

3.7. Irrespective of the above, ePact is not liable for any interruptions of the access to or the use of the Website and the Services or for any malfunctions, defects or limited functionality of the Website and the Services caused by conditions beyond ePact’s control, including system failure, third party’s malicious actions, hacker attacks, power failure, interruption or overload of the Internet, failure or lack of Internet connection, or similar.

3.8. Further, ePact is not liable for any interruptions of the access to or the use of the Website or the Services due to maintenance actions. In such event, ePact will strive to restore the normal functionality of the Website and the Services as soon as possible. ePact will try to inform the Customer via e-mail for any planned maintenance actions that are to take place.



4. DATA MANAGEMENT AND PRIVACY


4.1. In order to make the access to and use of the Website and the Services available to you, ePact collects and processes certain personal data. By accessing and using the Website and by registering an account with the Website, you provide ePact with some of your personal data. The processing of said personal data by ePact is regulated by ePact’s Privacy Policy which is an integral part of these Terms of Use.

4.2. This article 4 regulates how ePact processes the part of the User’s Data which is personal data. This article 4 is to serve as a data processing agreement (“DPA”) between ePact and the User, which the User enters into by using the Services. In the relations between the User and ePact, the User is to be considered controller and ePact is to be considered processor. For clarity, the terms “personal data”, “processing”, “controller”, “processor”, “data subject” and “personal data breach” shall have the same meaning as in 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 (“Regulation (EU) 2016/679”). The purpose of the DPA is to govern the obligations which the User has as a controller and ePact has as a processor. If any provision in these Terms of Use contradicts to the DPA described in article 4, it is the DPA which shall have precedence.

4.3. The User hereby warrants that it is the owner or the authorized holder of all personal data, which the User’s Data may contain and that it is authorized to transfer said personal data to ePact for processing. The User warrants that it has obtained said personal data legally and in accordance with any legal act or requirement which might be applicable, including Regulation (EU) 2016/679. The User agrees and acknowledges that ePact is processing said personal data on the User’s behalf and that said processing does not extend beyond the duration of the Agreement, unless required by any applicable law to which ePact is subject. The User warrants that, as a controller, it meets all legal data protection requirements, including those set forth in Regulation (EU) 2016/679. The User warrants that it has provided the data subject with all information concerning personal data processing which is required by the applicable law, including the information required by Regulation (EU) 2016/679.

4.4. ePact processes the personal data which the User’s Data may contain only for the purpose of and to the extent necessary for making the access to and use of the Services available to the User.

4.5. The types of personal data which ePact processes on behalf of the User under this article may include all kind of personal data and may be related to all kind of categories of data subjects. Taking into account the above, it is solely the User’s decision what kind of personal data and of what categories of data subjects are to be processed by ePact. As a controller, the User shall maintain a record of all processing activities under its responsibility as required by the applicable law.

4.6. The User warrants that all personal data which is to be processed by ePact on the User’s behalf under this article, will be transferred to ePact via the use of the Services. ePact shall not be liable for any personal data which has been transferred to it by the User in a way and by means which do not meet the requirements of the applicable law, including Regulation (EU) 2016/679.

4.7. ePact shall process the personal data which is part of the User’s Data as long as it is necessary for providing the Services to the User and in accordance with article 3.5. and any applicable law.

4.8. ePact shall process the personal data which is part of the User’s Data only on User’s instructions, unless ePact is required to process the personal data by the applicable law to which the ePact is subject.

4.9. The User hereby authorizes ePact to engage other processors for processing personal data under this article and in connection with providing the Services to the User and approves the processors which ePact has already engaged prior to the User’s accepting of these Terms of Use. Upon User’s accepting of these Terms of Use, Hetzner Online GmbH is used by ePact as a processor for storage of the personal data which ePact processes under this article. ePact shall inform the User on the Website, via email or in future terms and conditions about any changes to the already engaged processor or about every other processor that ePact plans to engage, and give the User the opportunity to object to such changes. If the User does not approve the changes to the already engaged processor or the engagement of other processor(s), it shall cease using the Services and in case that the User is a Customer, it shall close its account with the Website.

4.10. When engaging other processor, ePact shall ensure that said processor will take upon itself the same obligations which ePact has pursuant to this article, and that said processor provides sufficient guarantees and appropriate technical and organizational measures for personal data processing so that it meets the requirements of the applicable law, including Regulation (EU) 2016/679.

4.11. ePact ensures that all persons authorized by it to process personal data under this article, whether ePact’s employees or not, have committed themselves to confidentiality. ePact ensures that any natural person acting under the authority of ePact who has access to the personal data does not process the data except on the User’s instructions.

4.12. ePact ensures that it has taken appropriate technical and organizational measures for security of the personal data processing under this article and to prevent the personal data from accidental or unlawful destruction, loss, alteration, unauthorized disclosure or access.

4.13. Irrespective of the previous article 4.12., ePact does not warrant against personal data breach. In the event of a personal data breach, ePact undertakes to notify the User without undue delay after becoming aware of the personal data breach. Said notification shall describe:

a) the nature of the personal data breach and, if possible, the categories and approximate number of data subjects concerned and the categories and approximate number of personal data records concerned;

b) the likely consequences of the personal data breach;

c) the measures taken or suggested to be taken to remedy the personal data breach and, if possible, the measures to mitigate its possible adverse effects.

Said notification shall also include the name and the contact details of the data protection officer or, if such has not been appointed by ePact, another contact point where more information can be obtained. Irrespective of the above, the User acknowledges that a personal data breach is not a violation of these Terms of Use on the part of ePact and that ePact disclaims any liability for damages or any other losses which might be related to the personal data breach, cf. article 7. As a controller the User is responsible for notifying the competent supervisory authority and for communicating the data breach to the data subjects when it is so required by the applicable law.

4.14. ePact shall to a reasonable extent assist the User in ensuring compliance with the User’s obligations as a controller, taking into account the nature of personal data processing carried out by ePact and as far as this follows from ePact’s obligations under these Terms of Use. ePact shall assist the User with handling requests and inquiries from data subjects, unless the User can handle them itself using the different features incorporated in the Services. All data subjects to whom the User is a controller are encouraged to search communication with the respective controller in connection with exercising their rights as data subjects.

4.15. The User hereby states and acknowledges that ePact has provided it with all information necessary to demonstrate that ePact complies with the obligations of processor under Regulation (EU) 2016/679. Said information is accessible here. If requested by the User and on the User’s expense, ePact agrees to allow for and contribute to audits, including inspections, conducted by the User or an auditor mandated by the User in relation with the personal data processing as far as the User’s Data of that particular User is concerned.

4.16. In case that the Agreement between ePact and the User is terminated based on the grounds stated in article 8, as well as in case that Customer’s account is terminated based on the grounds stated in article 8, ePact shall, at the choice of the User, including when said User is a Customer, delete or return all the personal data ePact processes under this article 4, as well as delete any existing copies unless required to store the personal data by the law. In any case, article 3.5. shall remain applicable.

4.17. The User hereby agrees that it will apply all instructions and security measures concerning the access to and the use of the Services which ePact decides are necessary.

4.18. The User remains solely liable and shall indemnify ePact for all claims, damages, losses, costs and expenses which may result from the User’s failure to fulfill its obligations as a controller or to apply the instructions and security measures set forth in article 4.17.



5. INTELLECTUAL PROPERTY


5.1. All intellectual property rights to the Website and the Services belong to ePact. You are granted only limited, non-exclusive, non-transferable, non-assignable, terminable, paid license to use the Website and the Services under the conditions set out in these Terms of Use.

5.2. Any intellectual property rights to the User’s Data, which is created by a Customer, belong to their respective legal owners. The Customer commits to indemnify and hold ePact harmless for any claims of infringement of any intellectual property rights originating from the User’s Data, which the Customer has created.



6. WARRANTIES


6.1. By accepting these Terms of Use, you hereby warrant that you are authorized to use the Website and the Services. Further, you hereby warrant that you will not use the Website and the Services for any illegal, harmful or unauthorized purpose. By accepting these Terms of Use you agree that you use the Website and the Services at your own risk.

6.2. The Customer hereby warrants that the Account Information the Customer submits is full, accurate and correct. Further, the Customer is solely responsible for the confidentiality of the Customer’s account, including the password and the Account Information. The Customer hereby agrees that it will notify ePact for any unauthorized log-in, password change or similar action towards the Customer’s account as soon as possible after the Customer has become aware of said unauthorized action. The responsibility for all actions associated with the Customer’s Account belongs solely to the Customer.

6.3. ePact warrants that it has taken all reasonable technical measures and safeguards for the Website and the Services to function and operate seamlessly. Irrespective of the above, ePact is not liable for any interruptions, malfunctions, defects or limited functionality of the Website and Services in or beyond ePact’s control, including inaccessibility and unavailability of the Website and/or the Services. In such cases, ePact will try to restore the normal functionality of the Website and/or the Services as soon as possible. You may not claim compensation for any loss or damage that might be a result of interruption, malfunction, defect or limited functionality of the Website and/or the Services.

6.4. ePact warrants that it will provide all reasonable technical measures and due care to keep User’s Data and Customer’s account safe and secure. Irrespective of the above, ePact does not warrant that third parties cannot or will not try to access, misuse, hack, disclose, delete or take any other malicious or harmful actions towards the Website and/or the Services, the Customer’s account or the User’s Data. ePact is not liable for any loss or damage that you may suffer from such third-party actions, nor for any loss or damage which may result from the Customer’s account or the User’s Data destruction, loss, alteration or disclosure.



7. LIABILITY


7.1. By accepting these Terms of Use, you agree that ePact and its owners and employees and other contributors are not liable for any direct, indirect, consequential or any other damages, or for lost profits, leaked, damaged, deleted or lost data, including Account Information and User’s Data, loss of reputation and goodwill, loss of customers, system breakdown, or any other loss or damages that you may suffer as result of using the Website and/or the Services, irrespective of the degree of negligence and regardless of whether the Customer’s account has been used by the Customer itself or by another natural person or legal entity for legal or illegal purposes.

7.2. By accepting these Terms of Use, you agree that ePact and its owners and employees and other contributors are not liable for any failure of performance caused by conditions beyond their control that can be qualified as force majeure, including power failure, interruption or overload of the Internet, earthquake, lightning, flood, fire, strike, war, theft, lockout, or for any other event or occasion, which could be described as force majeure.

7.3. You agree that ePact is never liable to you or your customers for any direct or indirect damages or losses resulting from an offer or an acceptance not being transmitted as intended, including not being transmitted on time.

7.4. ePact does not control the signed documents. ePact expects the Customer and the Signer themselves to ensure that documents are signed by persons who have legal capacity to contract and who are entitled to bind themselves or the parties they represent. You agree that ePact is never liable to you for any documents being signed insufficiently.

7.5. You acknowledge that ePact does not provide legal advice. Templates and legal guides on ePact are merely to be considered as a reference work. ePact expects users of ePact’s templates to be trained professionals who only give advice within their own area of expertise. You agree that ePact, its owners and employees and other contributors, are never liable to you or your customers for any direct or indirect damages or losses resulting from the use of a contract or document template on the Website, or part hereof, or from a legal guide on the Website being incorrect, insufficient, misleading or outdated.

7.6. The Customer and the Signer hereby acknowledge that ePact, its owners and employees and other contributors, are not liable to the Customer, or to the Signer respectively, for the advice that the Customer, or the Signer respectively, receives form the Reviewer who the Customer, respectively the Signer, has invited to review the document. The relations between on one hand the Customer, respectively the Signer, and on the other hand the Reviewer, remain their sole responsibility and are to be settled between them.

7.7. In any case, the total amount of damages that may be claimed from ePact may not exceed the smaller amount of the following:

- DKK 3.000.

- the total amount of payment which ePact has received from the Customer during the period of time commenced 12 months before the time of the claim and until the time of the claim.



8. TERMINATION AND SUSPENSION


8.1. If a Visitor no longer wants to use the Website, the Visitor may terminate the Agreement with ePact by ceasing using the Website. If a Signer no longer wants to use the Website and/or the Services, the Signer may terminate the Agreement with ePact by ceasing using the Website and/or the Services. If a Reviewer no longer wants to use the Website and/or the Services, the Reviewer may terminate the Agreement with ePact by ceasing using the Website and/or the Services.

8.2. If the Customer no longer wants to use the Website or the Services, it may terminate the Agreement with ePact by closing the Customer’s account and by ceasing using the Website. In this case, ePact shall owe no refunds for already purchased Digital Signature(s) and Subscription Period(s).

8.2. If ePact has not received payment for the purchase of Digital Signature(s) or Subscription Period(s) within 10 days after the due date, ePact may suspend the Customer’s account until the due payment is received. If the due payment is not paid within the said period, ePact reserves the right to terminate Customer’s account with a 5-days’ notice from the end of the said 10-days period.

8.3. ePact reserves the right to terminate the Customer’s account if the Customer breaches any of its obligations under these Terms of Use.

8.4. The Customer agrees that it will not claim any loss or damages, or any other compensation in connection with the suspension or the termination of the Customer’s account. Further, ePact is not liable for any claims against the Customer arising out of the Customer’s account suspension or termination.



9. TRANSFER AND ASSIGNMENT OF RIGHTS AND OBLIGATIONS


9.1. By accepting these Terms of Use, you agree and acknowledge that you will not transfer or assign any of the rights and the obligations you have under these Terms of Use.

9.2. In the event of ePact’s merger with another company or ePact’s purchase by another company, ePact’s rights and obligations may be transferred or assigned to said company. In such event, ePact shall ensure that said company will take upon itself the same obligations and responsibilities which ePact has under these Terms of Use.



10. NOTIFICATIONS


10.1. ePact is entitled to send any information that might concern the access to or the use of the Website or the Services, the Customer’s account or the User’s Data created by a Customer to the e-mail used by the Customer when creating an account with the Website. Any such information will be considered received by the Customer when it has reached the Customer’s e-mail system.

10.2. ePact is entitled to send any information that might concern the access to or the use of the Website or the Services by the Signer or the User’s Data created by a Signer to the e-mail used by the Customer to invite the Signer to sign the document. Any such information will be considered received by the Signer when it has reached the Signer’s e-mail system.



11. SEVERABILITY


11.1. If any provision of these Terms of Use is considered invalid or illegal or cannot be enforced under any applicable law or by any applicable court, it will be interpreted according to the applicable law in such way that it reflects the original intentions of the parties as nearly as possible. The other provisions of these Terms of Use, remain valid and enforceable.



12. GOVERNING LAW


12.1. The parties agree that these Terms of Use as well as any other agreement between the parties will be governed by the laws of Denmark, with the exception of the United Nations Convention on Contracts for the International Sale of Goods and with the exception of any choice of law provisions pointing to foreign law.



13. VENUE


13.1. Any disputes or claims arising from or related to these Terms of Use, will be resolved through mediation. If the disputes or claims cannot be resolved through mediation, the courts of Denmark will have exclusive jurisdiction and venue over all such disputes and claims, with the City Court of Copenhagen as venue in the first instance.



14. ABOUT ePACT


14.1. ePact is not a law firm or a legal adviser. ePact does not provide legal advice in any form. ePact is not subject to rules applying to law firms and is not subject to the oversight of the Danish Bar Association.


Last change: 30 July 2019

Prøv ePact nu og få 10 GRATIS signaturer

Det har aldrig været lettere og
hurtigere at indhente
underskrifter

Tilmeld dig