These terms apply to the services offered by Seravo Oy (hereinafter referred to as “Supplier”) for both consumer and business customers (hereinafter referred to as “Customer”). Services refer to both consulting services and services that have been produced by means of information technology.
The Customer approves these terms by ordering a service from the Supplier. The terms shall enter into force on 2016-11-01 and they supersede any previous terms. Previous terms shall, however, be valid until the end of the agreement period for such customers that have terminated their service before the entry into force of the new terms.
If the Customer has a separate written agreement, such as a monthly consulting services agreement, such shall apply.
Provisions of the Consumer Protection Act shall also apply to consumer customers.
2. Conclusion of the Agreement
An agreement shall be concluded between the Customer and the Supplier, when the Customer has notified to have approved the Supplier's quote or work estimate, when the Supplier has confirmed the order in writing, when the delivery of the service has been started and it has been informed to the Customer, or when the Customer has paid for the ordered service, whichever of the above takes place first.
The Supplier may reject the agreement or postpone or suspend delivery, if the Customer has any unpaid receivables or the Customer has otherwise justified reasons to suspect that the Customer will violate the agreement.
3. Delivery and acceptance of the service
A one-time service is delivered, or a continuous service delivery has started, when the Supplier so informs and the Customer has the opportunity to review the contents of the service.
The Supplier shall deliver the service as it sees most appropriate in such a way as it has been described in the service description or has been otherwise separately agreed with the Customer. In its deliveries, the Supplier may use subcontractors or other contractual partners.
The Supplier has the right to make technical and other changes to the service, if the content of the service is not significantly changed. The Supplier also has the right to make significant changes to the service, if the benefit is self-evident to the Customer, such as the introduction of a new technology. The Supplier is also entitled to make changes, if legislation changes, an authority requires so or if the implementation of the change is justified in order to avoid a future risk or damage.
The Supplier shall inform of any major service changes in advance. If informing in advance is not possible, the Supplier shall inform of the change as soon as it is possible.
The delivery of the service shall be deemed to have been accepted, when the Customer so informs, or when the Customer pays for the service. The service delivery shall also be deemed to have been accepted, if the Customer has not approved the delivery within two weeks of the Supplier's notice and has not presented a reclamation either.
4. Supplier's obligations
In terms of the consulting services, the Supplier is obliged to deliver a person, in accordance with the service description, who has sufficient skills and who is available at agreed times for at least the amount of time corresponding to the work estimate.
The Supplier is responsible for ensuring that the information technology services' environment is appropriately secured, monitored, maintained and confirmed.
5. Customer's obligations
The Customer is obliged to familiarise in the Supplier's notices, which have been delivered to the Customer, to the informed address. The Customer is obliged to inform the Supplier of any changed contact details.
The Customer undertakes to comply with the instructions and user terms concerning ordered services. If several persons participate in the use of the Customer's services, the Customer is responsible for such personnel being provided the same information that the Customer has been provided.
The Customer is responsible for the safe distribution and storage of usernames and passwords, as well as for the use of sufficiently random passwords and the regular changing of passwords.
The Customer is responsible for all content on his/her own computers and, therefore, any content imported in to the Supplier's service, in order to ensure that the content or its use does not violate copyrights, data protection or other legislation concerning data processing or distribution.
The Customer undertakes to use the Supplier's services in such a way that the activities do not violate any legislation, regulations and are not contrary to good practice, and the Customer's activities do not cause harm to other customers or the Supplier's business activities. The Customer is liable to pay compensation, if a third party claims for damages from the Supplier for a reason caused by the Customer.
6. Availability of network service
The Supplier is obliged to ensure that the offered network services are available 99.9% at all times. Other service levels may be agreed in separate service agreements.
Service and maintenance measures, as well as other measures causing downtime, shall be carried out when the service has the least use on an average basis, mainly at night. The service has no regular maintenance hours' practice, but the maintenance is carried out as soon or as often as it is functionally justified. The availability guarantee concerns the service throughout the entire period, and the Supplier is responsible for ensuring that the downtime required by the maintenance measures remains within the framework of the availability guarantee.
If the availability level is not achieved, the Customer is refunded the amount corresponding to the duration of the downtime multiplied by 50, however, no more than an amount corresponding to one month's service fee. Refunds of less than 30 euros shall not be paid.
7. Service error
The service is considered to have an error, if it differs from the features determined in the agreement, order confirmation or service description, subject to the fact that the deviation effects the use of the service.
The Supplier aims to deliver a highest quality and error-free service. The Customer shall inform of any observed errors in writing. Both parties are only responsible for their own part for the work time used for investigating the error and any other costs. The Supplier shall not invoice the Customer for unnecessary notices.
The Customer must inform of an error in writing no later than eight days after he/she has observed the error or he/she should have observed the error, otherwise the Customer loses his/her right to compensation or the rescission of the agreement. Compensation must be claimed in writing within one month after informing about the error.
The Supplier is obliged to correct any significant errors in the services without delay during normal operating hours. If the error has been caused by a third party. such as a public communications network error or a software error, which has effects beyond the Supplier's systems, the Supplier is obliged to take such measures, which the Supplier is reasonably able to.
In the service, the Customer may have the possibility to make such changes to the data system that is in his/her use, but maintained by the Supplier, which have a significant impact on the operation of the data system. The Supplier shall not be required to correct any errors, which the Customer has caused with his/her operations.
8. Suspension or discontinuation of the service
The Supplier has the right to temporarily suspend the service, if the ensuring the service's long-term functionality requires it, such as, for example, in order to investigate exceptional disturbances or security violations.
The Supplier has the right to suspend or discontinue the service, if the Customer is in breach of the agreement terms. The Supplier must, however, provide notice of such action in advance, so that the Customer has the opportunity to correct matters. If the breach of contract is serious, the service may be cancelled without delay. The Supplier may also suspend or discontinue the service at the order of a court or other authority.
The Supplier may discontinue the service for a fixed term or until further notice at the request of the Customer. The Supplier reserves the right to charge an additional fee for reopening the service.
In connection with discontinuing the service, the Supplier shall deliver to the Customer, at no additional charge, all the materials in the Customer's service, such as files and databases. The Customer has the right to use them in another service to the extent that the copyrights and licenses of any possibly licensed materials permit this. The Supplier aims to prefer open source software in order to promote supplier independence.
9. Payments and billing
The Customer shall pay the Supplier the payment for the service in accordance with the price list or the payment determined in writing in accordance with the customer-specific order confirmation or work estimate. The Customer is required to pay the value added tax and any other fees under public law.
The billing period of the is one year, month or as agreed at the time of the order. Services are billed in advance. For consulting services, billing may also be done afterwards.
Terms of payment are net 14 days. The late payment interest is in accordance with the Interests Act (in 2016 ECB's benchmark interest rate + 7 %).
Paid payments are non-refundable. If the Customer wishes to upgrade their service level or capacity, the previously paid amount shall be refunded in the payment of the more expensive service. If the Customer wants a lower service level, the lower price shall enter into force, when the new billing period begins. If the Customer does not want to pay new invoices, the service must be terminated before the following billing period's invoice is sent.
One written reminder is sent for unpaid invoices, which is not subject to any fees. After this, the invoice is sent to collections, and the Customer is liable for the additional costs.
The Supplier has the right to review its pricing, in which case the new prices shall apply to all new orders from the time of change, as well as to current orders from the start of the new agreement term.
If any changes occur with the taxes or regulatory fees concerning the service, the Supplier may review its pricing to correspond these changes, without any time restrictions.
10. Damages compensation and limitation of liability
The Supplier is only responsible for damages that have occurred deliberately by itself or as a result of gross negligence. The liability shall, however, be limited to an amount corresponding to the service fee of up to two months. The Supplier shall not compensate any indirect damages or the Customer's loss of working hours or income.
11. Validity of the agreement
The agreement term and billing period are the same. The agreement term shall continue automatically, when the billing period changes, to a period of time corresponding to the billing period, unless the agreement has been terminated in writing at least one month before the end of the agreement term.
If the Customer wishes to terminate the agreement term prematurely, the Supplier may, at its sole discretion, terminate the agreement before the end of the agreement term. In this case, however, the payment already paid for the service's agreement term shall not be refunded.
By utilising the trader's right to withhold, the Supplier has the right to refuse releasing or transferring the Customer's details, network number or other details or number related to the management of the service, if the Customer has not paid the payments in accordance with the agreement or has failed to meet any other contractual obligations towards the Supplier.
12. Force majeure
The Supplier shall not be required to fulfil the agreement, if its fulfilment is prevented, or is unreasonably exacerbated, as a result of force majeure, such as a strike or labour action, state of emergency, war, wide disturbance in the communications or electricity network, natural disaster, terrorist attack, coercive measures of an authority, other legal measure or other exceptional situations.
13. Applicable law and disputes
The relations between the Customer and the Supplier shall be governed by Finnish law, however, not the provisions concerning the choice of international private law.
Any disputes between the Customer and the Supplier shall be settled at the District Court of Pirkanmaa.