PostNord Sverige AB, org.nr 556711-5695, (“PostNord”) provides the PostNord delivery checkout software solution (“Delivery Checkout”) to the customer (“Customer”). For the sake of clarity, to enable the multicarrier functionality, the Customer needs to download and/or use the Delivery Checkout together with the relevant technology solution (LogTrade Technical Solution and LogTrade 2.0 platform) from LogTrade Technology AB subject to the applicable terms and conditions provided by LogTrade Technology AB.
The terms and conditions (“Agreement”) herein shall be applicable for any and all use of the Delivery Checkout by the Customer. By checking the accept box of the Agreement, downloading or using the Delivery Checkout, the Customer agrees to be bound by the terms and conditions herein. Consequently, the Agreement is a legal contract between PostNord and the Customer under which PostNord license the Delivery Checkout to the Customer. By checking the accept box of the Agreement, downloading or using the Delivery Checkout the Customer acknowledges that the Customer has read and understood the Agreement, and that the Customer agrees to the content of the Agreement, and agree to use the Delivery Checkout in compliance with the Agreement.
The sole purpose of the Delivery Checkout is to enable and clearly describe what each delivery option involves and make it easy and clear for Customer’s consumers to choose the delivery option that suits them best.
1. License Grant
Subject to the terms and conditions herein, PostNord hereby grants to the Customer a revocable, conditional, non-exclusive and time-limited license to install and use the Delivery Checkout.
The license is limited to one copy of the Delivery Checkout at a time, and to run and use the installed copy thereof. A separate license should be requested for each additional installation.
The Customer will comply with all applicable laws and regulations in Customer’s use of and access to the Delivery Checkout.
The Customer shall not do any of the following:
- Reverse engineer, decompile, disassemble or otherwise attempt to derive, obtain or modify the source code in the Delivery Checkout, or reduce any software to a human readable form.
- Modify or translate any software, algorithms or processes included in the Delivery Checkout.
- Multiply or otherwise copy the Delivery Checkout.
- Sell, resell, assign, sublicense or lease the Delivery Checkout.
- Publish or otherwise disclose the Delivery Checkout for others to copy.
- Remove any proprietary notices or labels on the Delivery Checkout.
The Customer shall not use any part of the source code or any other part of the Delivery Checkout in any other software or product or website.
The Customer shall not place the Delivery Checkout on a server so that it is accessible via a public network such as the Internet for distribution purposes.
Any violation of the license grant shall regarded as material violation of this Agreement and entails liability according to the applicable law.
The Delivery Checkout or any parts thereof - irrespective of its form of display (printed, electronic, graphic display or other), storage (in any form or medium), coding (source, object code or other format) - shall be deemed as the Delivery Checkout.
PostNord is the exclusive owner of all rights, title and interest in the Delivery Checkout including all copyrights.
This Agreement does not constitute, and shall not be deemed to constitute, a transfer or assignment by PostNord of any of PostNord’s ownership, rights and title in the Delivery Checkout. PostNord shall retain all rights not specifically granted to the Customer under this Agreement.
Any and all modifications or improvements to Delivery Checkout developed or made by the Customer and its employees or third parties shall be deemed to be owned by PostNord. All such modifications or improvements, including ownership and title, belong exclusively to PostNord.
3. Customer’s Obligation
The Customer is solely responsible to ensure that only approved employee is allocated user rights, incl. license key, user name and password, to the Delivery Checkout. In addition, the Customer is fully liable for any and all use of the Delivery Checkout via the Customer user name and password.
The Customer shall ensure only authorized personnel gets information and/or access to Customer’s license key, user names and password to the Delivery Checkout. The Customer is liable to provide instructions to its users of the Delivery Checkout; that the license key, user names and the password are strictly personal; that the users shall not disclose user names or passwords to anyone else; and to not make any written notes which could be understood and accessed by other persons. The Customer shall comply and apply with the recommendations and instructions provided by PostNord from time to time. Such recommendations and instructions can be found on developer.postnord.com/. The Customer shall indemnify, hold harmless and defend PostNord and its affiliates, at Customer’s expense, from any and all third party claims, actions, proceedings, and suits brought against PostNord or any of its affiliates, and all related liabilities, losses, damages, costs or expenses (including reasonable legal fees and other litigation expenses) incurred by PostNord or any of its affiliates, arising out of or relating to (a) Customer’s violations of applicable laws, rules or regulations in connection with Customer’s use of the Delivery Checkout; (b) Customer’s breach personal data and privacy breaches; and (c) any third party claims in relation to infringement of intellectual property
The Customer shall pay prices as agreed by the parties. In the absence of such agreement, PostNords current regular price list applicable from time to time shall apply. For the sake of clarity, if the if the Customer is using the multicarrier functionality, the Customer will only be invoiced by PostNord for the multicarrier functionality in accordance with applicable fees for the multicarrier functionality.
Applicable terms and conditions for the Delivery Checkout will be found on developer.postnord.com/. The Customer acknowledges and agrees that the user rights and these terms and conditions may be amended from time to time during the term. PostNord is entitled to amend the user rights and terms and conditions herein without any information to or approval from the Customer. Such amendment will be applicable and valid thirty (30) days after relevant announcement on developer.postnord.com/. However, any amendment due to applicable legislation, regulation or government agency shall be effective with immediate effect. If the Customer does not approve of any amendment, then the Customer shall be entitled to terminate the contractual obligation related to the Delivery Checkout.
6. Confidentiality and Notice
The Customer shall: (a) protect PostNord’s confidential information (e.g. all information that the Customer obtains from its use of the Delivery Checkout) with the same standard of care it uses to protect its own confidential information (but in no event less than a reasonable standard of care); and (b) not disclose the PostNord’s confidential information, except to employees and agents who need to know it and who are under confidentiality obligation. Upon termination the Customer shall promptly either return or destroy all confidential information. All notices to PostNord must be in writing and sent to: Legal Affairs, Terminalvägen 24, 171 73 Solna, Sweden.
7. Term, termination and block
The agreement remains effective until terminated. PostNord retains the right to terminate the Agreement and the license to use the Delivery Checkout at any time, if in its sole discretion, the Customer is not abiding by the terms of the Agreement, including, but not limited to, obscuring or removing any link or copyright notice as specified in this Agreement. The Customer may terminate the Agreement and the license at any time by uninstall the Delivery Checkout and destroying all copies of the Delivery Checkout. Termination of this Agreement does not bind PostNord to return any amount spent for purchase of the Delivery Checkout. In addition to the above, PostNord shall always be entitled to terminate the Customer’s right to use the Delivery Checkout with sixty (60) days’ notice.
The Delivery Checkout has been provided to the Customer as-is and the Customer acknowledge to use the Delivery Checkout as-is and at its own risk. PostNord disclaims any liability for direct or indirect impacts of downtime, system crash, or deleted or leaked
information. PostNord shall not be responsible or liable for any interruption of business, loss of business, wrongful deliveries, lost packages, delayed packages, loss of data, loss of customers, etc. due to the Customer’s use of the Delivery Checkout. PostNord shall not be responsible or
liable for any loss caused by unauthorized access to the Customer’s information or the Customer's customer information or for damages incurred in connection therewith. PostNord shall not be responsible or liable for the correctness and/or completeness of the information in the Delivery Checkout. PostNord shall not be responsible or liable for any wrong deliveries or delayed or lost packages made to the Customer’s customers due to the input that the Delivery Checkout receives or due to the way the Delivery Checkout processes this information. PostNord shall not be responsible or liable for any losses or damages to the Customer’s other software, webshop, website, system or information due to defects in the Delivery Checkout, or defects in the installation or implementation of the Delivery Checkout.
PostNord shall not be responsible or liable for any information included Delivery Checkout. PostNord shall not be responsible or liable for any mistakes in the set-up of the Delivery Checkout or in the Customer’s system. PostNord shall not be responsible or liable for any loss or damages that
occurs if the Customer does not use the standard settings. PostNord shall not be responsible or liable for interruptions, faults, defects or otherwise, caused by circumstances outside PostNord’s reasonable control, including power failure, interruption or overload of the internet, earthquakes, lightning, flood, fire, strike, war, theft, lockout (including by own staff or in the data center where the Delivery Checkout is hosted) or that can otherwise be characterized as force majeure. PostNord shall have no liability for any indirect damages or damages or loss that arises in connection with the Customer’s use of the Delivery Checkout. PostNord is consequently not liable for any damage or loss caused by but not limited to:
- That the Delivery Checkout is not available or is not functioning or has errors, incidents or problems,
- That the Delivery Checkout has been blocked on incorrect ground of for wrong reasons, or
- That there are defaults or errors in the information shared in the Delivery Checkout.
Claims against PostNord must be brought within a period of one year from actual incident. Where claims are not brought within the prescribed period, the right to bring the claim shall be forfeited. Furthermore, only proven losses will be compensated and compensation will only be paid if proper documentation of the claim is provided. TO THE FULLEST EXTENT PERMITTED BY LAW, AND NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT, THE TOTAL LIABILITY, IN THE AGGREGATE, OF PostNord, FOR ANY AND ALL CLAIMS, LOSSES, COSTS OR DAMAGES, INCLUDING ATTORNEYS’ FEES AND COSTS AND EXPERTWITNESS FEES AND COSTS OF ANY NATURE WHATSOEVER, OR CLAIMS EXPENSES RESULTING FROM OR IN ANY WAY RELATED TO THE AGREEMENT FROM ANY CAUSE OR CAUSES SHALL NOT EXCEED TEN THOUSAND SWEDISH KRONOR (SEK 10 000). For the sake of clarity, if the Customer is using the multicarrier functionality, PostNord shall have no liability as regards the services and technology provided by LogTrade Technology AB. Any claims and incidents related to such services and technology will be subject to the applicable terms and conditions provided by LogTrade Technology AB.
9. Processing of personal data
For the sake of clarity, PostNord does not process any personal information of the Customer. The Customer is responsible for the information and data that the Customer transfer to and store in the Delivery Checkout. The Customer is responsible for any and all processing of such information and data and that such processing is in compliance with applicable law, incl. personal data protection legislation.
10. Governing Law
The Agreement is governed by Swedish law and the parties submit to the exclusive jurisdiction of the Swedish courts in relation to any dispute (contractual or non-contractual) concerning the Agreement or its subject matter or formation.