Terms and Conditions: Online Services
Introduction and Background
The parties agree that these Service Terms govern Customer’s purchase of services from Kostner relating to cost analysis and management of a) cloud infrastructure services, ie. Azure and AWS and other global public cloud providers, and/or b) Office 365 licenses. Services are purchased as “free trial”, one-off services or a subscription. Services under these terms are purchased on-line.
These Service Terms are accepted by the customer via checkbox as part of buying Kostner services from a Kostner web page or by signing a quote digitally.
Delivery of Kostner Services
The delivery of the Kostner services includes the following steps:
- Data Collection
- Kostner analyzes the data and creates the report
- Customer and Kostner hold an online meeting to go through results
In case of a subscription, each service instance includes the above-mentioned steps unless specifically stated otherwise.
Customer is responsible for completing the data collection. Kostner will provide detailed instructions and guidance during an on-line meeting. If Customer does not transfer the data or transfers void data, then Kostner cannot complete the service. Customer is not eligible for a refund in that case.
Customer is responsible for booking a time for an on-line meeting with Kostner to go through the results and attending this meeting. If Customer fails to do either, then Customer is not eligible for the on-line meeting and cannot get a full or partial refund.
In case of a subscription with ie. four (4) services per year, this implies one service delivered each quarter. Kostner will remind customer of data gathering, but it is the responsibility of Customer to transfer the data. If Customer does not deliver data for a service delivery instance, then this instance will be lost. A service cannot be carried forward nor is it eligible for a refund.
Data Protection and Confidentiality
a) Cloud Infrastructure Services
By agreeing to these terms, the customer agrees that the data customer provides to Kostner for analysis does not hold any information governed by GDPR legislation. Also, the customer agrees that the data does not hold any business-sensitive information. The data set transferred only to hold information about the usage of IT infrastructure services, nothing about the customer’s business itself.
Kostner will be processing the data for creating the report. Kostner will save and use anonymized, aggregated data for benchmark, and analytical purposes.
b) Office 365 licenses
The data covers employees, contractors, and others whom the Customer has provided an Office 365 license. The data includes the following ordinary personal data: a) Name and Contact details, b) User behavior as it relates to the use of Office 365 software. The data does not include any special categories of personal data.
The data are processed with the following purpose: Analysing data in relation to the Customer’s usage of Microsoft licenses for the purpose of optimizing costs. Kostner will save and use anonymized, aggregated data for benchmark, and analytical purposes.
It is the full responsibility of Customer as Data Controller to enter into a Data Processing Agreement with KOSTNER if deemed necessary by the Customer.
Limitation of liability
KOSTNER is liable for any deficiencies in its services rendered in accordance with Danish law with the following restrictions:
- KOSTNER is not liable for any errors or delays caused by circumstances that are beyond KOSTNER’s control, including IT breakdown, epidemic outbreak, government or authority restrictions, and orders, strikes, lockouts, and the like.
- In the event of a material error by KOSTNER in performing any Services, KOSTNER’s sole obligation to Customer shall be for KOSTNER, to repeat the relevant Services at no additional charge.
- KOSTNER is not liable for damage, loss of data, or claims by third parties relating to the use of IT systems provided by the Customer. This does not apply in case the damage is due to gross negligence or intentional acts or non-performance by KOSTNER.
- KOSTNER is not liable for any loss of data or breach of data security on third party IT systems used in the transfer of data and delivery of services.
- KOSTNER is not liable for any aspect related to Customer not having entered a valid Data Processing Agreement.
- KOSTNER’s possible liability does not cover any incidental or consequential damage, including consequential loss, lost profits, missed cost optimizations, goodwill, reputation, accidental loss, penalties, and a daily penalty or equivalent.
- KOSTNER’s liability under this Subscription Agreement shall in no event exceed the equivalent of one year’s fee to KOSTNER as paid by the Customer. For a “Free Trial” this amount is zero.
The Customer shall hold KOSTNER harmless against all claims, liability and expense, including legal fees, arising because of third party claims, on the grounds of the Services.
Intellectual Property Rights
All intellectual property rights used for or developed by KOSTNER as part of performing the Services shall be owned solely by KOSTNER and no right therein is granted to the Customer under this Agreement.
Invoicing and Payment Terms
All prices are exclusive of VAT unless specifically stated otherwise. Kostner will add VAT unless customer is eligible for “reverse charge”, specifically ensuring that a valid company number has been provided to Kostner.
The Customer will be invoiced upon signing of quote or completion of online purchase process. Payment is due 14 calendar days from invoice date unless otherwise agreed.
Termination of Subscriptions
If the Customer has entered a subscription this runs for 12 months from the purchase date or a subscription start date given by the Customer when signing the order. Subscriptions will automatically be renewed unless terminated by the Customer more than 30 days prior to the renewal date.
Unconditional Money-Back Guarantee
KOSTNER is committed to customer satisfaction. Therefore, we offer you an unconditional money-back guarantee. For the services you are not fully satisfied with, you may reclaim the full amount you paid. This claim must be put forward within 2 months from entering the agreement. If it is a subscription this is 2 months from the subscription start date when entering the agreement. The Money-Back Guarantee is not valid on subscription renewals.
This guarantee is unconditional in the sense that you are not required to explain or document anything, only put forward the claim. We will contact you and kindly ask if you will provide us with input for our future learning and improvement, but it is not required for the claim to be valid.
Governing law and venue
This Agreement is governed by Danish law, except for its conflict of law provisions.
Any disputes between the parties arising out of or in connection with this Agreement shall be settled with the Danish courts with Copenhagen City Court in the first instance.