These general terms and conditions apply to all products and services provided by DBX Cloud Solutions Sverige AB (reg. no. 559215-8702, ("Supplier") and supplement the terms and conditions of the agreement signed when purchasing Dropbox Business, other Dropbox products or Movebot, or our consulting services (the "Service Agreement"). Customer and Supplier are collectively referred to as the "Parties". The Agreement is confirmed via e-signature or approved via email.
The Supplier offers consulting services and training in connection with Dropbox Business and Dropbox Sign. Consulting services are billed on a recurring basis at the applicable hourly rate or by appointment and are performed on-site or online.
Dropbox / Dropbox Sign license subscription to the Dropbox Business service (Selectable versions: Standard/ Advanced/ Enterprise/ Education. Annual/ Multi-year or Monthly) or Dropbox Sign from Dropbox, Inc.
The Start-up Package includes three (3) hours of start-up assistance according to the Customer's needs - for example, assistance with setting up users, setting up shared folders, assistance with Dropbox installation on the first computer, migration of data from existing file server. If the Customer requires start-up assistance beyond the included hours, this is agreed separately between the Parties.
The start-up assistance normally takes place as a combination of work performed by the Supplier on behalf of the Customer, and assistance where the Customer is involved in the process by telephone and/or via remote control of the Customer's computer.
User Support means that the Provider, to the best of its ability, answers support questions and assists the Customer with the services covered by the Agreement.
User support is provided according to the process specified by the Supplier, normally by telephone or email, Zoom or Google Meet.
Dropbox support/First Line Support should be used for general questions such as use/function of the service. If help is needed with installation etc. the Customer must contact the Supplier. The Customer shall also contact the Supplier regarding second and third line support such as errors in the Dropbox service, the Supplier will then coordinate the support case with its distributor and/or Dropbox, Inc. to find a solution on behalf of the Customer.
Contact for support should normally be made on weekdays between 9.00 and 16.00. The supplier cannot guarantee that user support can be offered immediately. Support cases are normally answered by telephone or email/video call before 14.00 the next working day. The Supplier cannot guarantee a solution to the Customer's problem. Premium Support is mandatory on all subscriptions from 1/1 2023 and is charged at SEK 15 per user/month.
At Customer's request, Supplier may be contracted to perform consulting work in relation to Customer's Dropbox installation, such as process mapping and process improvement, standard/customized training, folder structure review. These services are agreed separately between the Parties.
The customer chooses the version below, as well as the number of user licenses that apply at the time of signing the contract, and whether it should be a monthly or annual subscription:
The minimum number of licenses is three (3) for annual subscriptions, and 25 for monthly subscriptions.
All prices are exclusive of VAT. The Supplier is entitled to adjust the subscription price as a result of price increases from our suppliers or currency changes for additional licenses and new agreements. However, the supplier cannot change the price of user licenses that have already been invoiced during the current contract period.
The price for the start-up package is SEK 4,500. Work beyond this is normally carried out according to the applicable hourly rate and agreed separately between the Parties if necessary.
Regarding hourly fees:
When traveling, there is an additional cost for car/train/air and possibly hotel.
The supplier is entitled to adjust the hourly rate. Any price adjustment shall be notified in writing at least 30 days before the change takes effect.
For annual subscriptions, the Dropbox subscription is billed annually in advance. The first period is invoiced at the start of the subscription. Subsequent periods will be invoiced no earlier than six weeks before the start of the new period.
In the case of monthly subscriptions, the Supplier may choose to invoice the service every three months instead of every month.
Invoices for hourly work will be sent monthly in arrears, unless otherwise agreed by the Parties.
Payment must be made within 15 calendar days from the date of issue of the invoice. In the event of late payment, a reminder fee and penalty interest will be charged in accordance with the Interest Act.
The subscription period starts from the date the Supplier activates the Customer's subscription.
The customer commits to the specified number of user licenses for each period. For the active user licenses, it is possible to change user information, possibly remove obsolete users and add new users. If more licenses are needed during the subscription period, the Customer can ask the Supplier to activate additional licenses. These will be invoiced for the remainder of the current period, and included in the next period at license renewal. The Customer may reduce the number of user licenses as of the next subscription period; this will be notified to the Supplier. The deadline for notifying a reduction in the number of licenses is three months before the end of the subscription period in the case of an annual subscription, and one month in the case of a monthly subscription.
The Customer shall name an administrative contact and a technical contact as the Supplier's primary points of contact (this may preferably be the same person). The email address and telephone number of the person shall be provided.
The Customer shall inform the Supplier in writing of any change of contact persons.
The Supplier is entitled to change the content of these terms and conditions with three months' notice.
Unless otherwise agreed, information about changes to the applicable terms and conditions will be sent by email to the administrative contact person and published on the Supplier's website.
The Agreement may be terminated by either Party. Termination and amendments shall be made in writing no later than one (1) month before the end of the contract period. If notice of termination or amendment is not given within the specified period, the Agreement will be automatically extended for a further subscription period in accordance with the applicable terms and conditions for the subscription in question.
Termination and changes must be made in writing by e-mail to license@cloudsolutions.one and must contain relevant information such as team name, team ID, subscription variant and number of licenses. It is the customer's responsibility to ensure that this is done in good time and with the correct documentation, otherwise this is not considered a valid termination or change of the subscription.
If you wish to reduce the number of licenses, this must be notified in writing and supplemented with a screenshot from the customer's administrator account (this can be seen in the administrator console under the "Insights" tab) that clearly shows the current number of licenses. Please note that licenses in suspended status are also counted as active. Requests for license reduction without attached documentation will not be accepted. Termination by the Customer does not release the Customer from the current binding period for existing licenses.
Customer and all users of Customer are subject to the terms and conditions applicable to the Services from time to time, and are responsible for complying with them. This includes terms and conditions set by Supplier, as well as terms and conditions set by third party providers, such as Supplier's Distributor, and Dropbox International and Dropbox, Inc.
The Customer is responsible for ensuring that the information and material entered into the Subscription Service is and is treated in accordance with applicable law. The Customer is also responsible for ensuring that the information is free from viruses, malware, trojans or worms that may be harmful.
The customer owns all rights to the added material and information stored. The Supplier processes this only on the instructions of the Customer. The Supplier does not have the right to share the Customer's information and material with third parties, unless the Customer agrees to this in writing.
Customer may not reproduce, duplicate, copy or resell the Service, use of the Service or access to the Service without the prior written consent of Provider.
Provider does not warrant that the Service will meet any specific requirements of Customer, will be available on an uninterrupted or error-free basis, or that any errors will be corrected.
The Parties undertake not to disclose to third parties, during the term of the Agreement or for a period of three (3) years thereafter, without the consent of the other Party, any data or information relating to the activities of the other Party that is to be regarded as a business or professional secret. Information that the other Party has stated in writing to be confidential shall always be considered a business or professional secret. The Party is also responsible for ensuring that confidentiality and professional secrecy are observed by any subcontractor engaged.
Confidentiality and duty of secrecy do not apply to data or information that the Party can show (i) has become known to it otherwise than through the contractual relationship, (ii) is considered to be generally known, or (iii) the Party is required by law to disclose.
Notwithstanding the foregoing, the Party is entitled to disclose such information as set out above to third parties to the extent reasonably required for the Party's performance of its obligations under this Agreement.
A Party is entitled to damages for loss caused by the other Party's breach of contract. The Party's total liability under the Agreement during each contract year is limited to the total compensation paid by the Customer to the Supplier during the last 12-month period.
The Supplier shall not be liable to compensate for damage arising if the Supplier, or anyone for whom the Supplier is responsible, has exercised normal care. The Supplier's liability shall never include compensation for loss of profit, loss of production, loss of anticipated savings or other indirect or consequential damage. The limitation of the Supplier's liability under this clause shall not apply in cases where the Supplier has acted with gross negligence or willful misconduct.
The Supplier is not liable for loss of data if the Supplier has carried out agreed backups or otherwise acted in accordance with agreed specifications. However, if the loss of data has been caused by the Supplier's negligence to perform backups as agreed, the Supplier is responsible for reimbursing the costs attributable to recreating lost data.
By using our services, the Customer will provide certain personal data about its employees to the Supplier. The Customer is responsible for ensuring that this personal data has been collected and transmitted to the Supplier in accordance with applicable data protection legislation. Information on how we record and process personal data can be found here.
The Supplier is entitled to terminate the Agreement if the Customer is declared bankrupt, enters into composition proceedings, suspends payments or can otherwise be assumed to be insolvent, or if, in the Supplier's opinion, there are strong reasons to assume that consultancy fees or monthly fees etc. will not be paid. In such cases, the Supplier is also entitled to withhold the provision of the Service or part thereof until adequate security is provided by the Customer.
A party is exempt from penalties for failure to fulfill an obligation under this Agreement if the failure is due to circumstances beyond the party's control and which the party could not reasonably have foreseen and which prevent the fulfillment of the obligation in question. As soon as the impediment has ceased, the obligation shall be performed in the agreed manner. Such circumstances are considered to be war, act of war, government action or omission, new or amended legislation, labor market conflict, fire, explosion, flood, disruption of the electricity, telecommunications or data network and similar unforeseen circumstances, as well as defects in or delays in delivery from subcontractors caused by such circumstances. The reservation regarding labor disputes applies even if the Party itself takes or is subject to such action. If the Supplier's performance is delayed for more than three (3) months due to such circumstances, the Customer is entitled to terminate the agreement in writing as an exclusive remedy.
Rights and obligations under the Agreement may not be transferred in any way to another without the written consent of the other Party. Such consent may not be unreasonably withheld. However, consent shall not be required if the Agreement is transferred in its entirety by way of merger, transfer of business or other reorganisation of the Supplier. The Supplier is free to use factoring.
Swedish law shall apply to this Agreement and any disputes that cannot be resolved by negotiation between the Parties shall be finally settled by a Swedish general court.