1. Parties

1.1 Supplier
Visualised AB (556905-9560)
Rosenborgsgatan 12
169 74 Solna

Hereinafter referred to as the “Supplier”.

1.2 Customer
Hereinafter referred to as the “Customer”.

1.3 The Supplier and the Customer are hereinafter referred to individually as a “Party” and jointly as the “Parties”. This agreement is hereinafter referred to as the “Agreement”.

1.4 These terms apply to the Customer’s use of the Service and to each User who uses, accesses, or otherwise interacts with the Service.

1.5 If the Customer has entered into a separate written agreement with the Supplier regarding the Service, the separate agreement shall prevail over these terms to the extent the terms are contradictory.

1.6 By installing, authorizing, accessing, or using the Service, the Customer and the User accept these terms. If the Customer or the User does not accept the terms, the Service may not be used.

2 Background and purpose of the Agreement

2.1 The purpose of these terms is to regulate the use of MeetID and the rights and obligations that apply between the Supplier, the Customer, and Users when using the Service.

2.2 MeetID provides functionality for the secure management of digital meetings, including authentication, authorization control, and access control.

2.3 These terms apply from the time the Customer or User begins using the Service and remain in force for as long as the Customer or User has access to or uses the Service, unless otherwise provided in a separate written agreement.

3 Definitions

3.1 The terms set out below shall, unless otherwise defined when first used in the Agreement, have the following meanings:

Agreement means this document, including its appendices.

Incident means a vulnerability, virus, unplanned disruption in software or hardware, operating environment, data loss or data leakage, or any other security incident in the Service.

Customer Information means, including but not limited to, information concerning the Customer’s operations, customers, suppliers, employees, tools, documentation, and software that the Customer makes available to the Supplier within the scope of the Agreement.

Personal Data shall have the same meaning as set out in Regulation (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016 concerning the protection of natural persons with regard to the processing of personal data and the free movement of such data, and repealing Directive 95/46/EC, the General Data Protection Regulation.

Vulnerabilities means a weakness, susceptibility, or deficiency in the Service that makes it susceptible to attack.

Service means the software provided as a service by the Supplier to the Customer under the Agreement.

Maintenance and Support means the support services provided by the Supplier for support and maintenance of the Services under the Agreement.

Virus means malicious software, file, code, or other security attack, including but not limited to viruses, trojans, and worms, that may prevent, impair, or otherwise adversely affect the operation of software or networks.

User means a natural person who uses, accesses, or otherwise interacts with the Service, including administrators, meeting hosts, internal users, external meeting participants, and other persons who are authenticated or granted access through the Service.

Administrator means a User who is authorized to administer the Customer’s use of the Service.

Meeting Host means a User who creates, administers, or manages digital meetings through or in connection with the Service.

Meeting Participant means a User who is invited to, authenticated before, or granted access to a digital meeting through or in connection with the Service.

Electronic Identification means electronic identification, electronic identity verification, or another identity service approved by the Supplier or the Customer and used to verify a User’s identity.

Third-Party Services means services, systems, platforms, software, APIs, identity services, communication services, hosting services, or other technical components provided by a party other than the Supplier and on which the Service may depend or with which it may integrate.

Access Credentials means links, identifiers, invitations, meeting details, one-time codes, tokens, or other information used to create, administer, or access a meeting or a function in the Service.

Log Data means technical logs, security logs, event data, and other information generated when using the Service for the purpose of enabling operations, troubleshooting, security, traceability, and regulatory compliance.

4 The Service

4.1 The Service means MeetID, an application and related services for the secure management of digital meetings. The Service may include functionality for creation, administration, authentication, authorization control, access control, and management of meeting-related information.

4.2 The Service may be used together with the Customer’s existing meeting platforms, electronic identification services, communication services, and other Third-Party Services.

4.3 The Service provides a security, authentication, and access control layer for digital meetings. Unless expressly agreed otherwise, the Supplier does not provide the underlying meeting platform, communication service, or electronic identification service.

4.4 The Supplier may continuously develop, modify, improve, and update the Service, including its security functions, technical interfaces, and user flows, provided that the main purpose of the Service is not materially changed without informing the Customer.

5 Right to use the Service

5.1 The Supplier grants the Customer and Users a limited, non-exclusive, non-transferable, and revocable right to use the Service in accordance with these terms and, where applicable, a separate written agreement between the Customer and the Supplier.

5.2 The right to use the Service applies only to the Customer’s internal operations and for the purposes for which the Service is intended, including administering, authenticating, and enabling access to digital meetings.

5.3 The Customer may allow Users, including external meeting participants, to use the Service to the extent necessary for the intended use of the Service.

5.4 The Customer and Users may not transfer, grant, sell, sublicense, or otherwise make the Service available to anyone other than an authorized User, unless this expressly follows from the intended functionality of the Service or from separate written approval from the Supplier.

5.5 The Customer owns all rights to the Customer Information. The Supplier may use Customer Information only to the extent required to provide, secure, troubleshoot, maintain, and further develop the Service, or otherwise in accordance with these terms, a separate agreement, or applicable law.

6 Customer and User obligations

6.1 The Customer shall cooperate with the Supplier and provide the Supplier with all necessary information required for the Supplier to perform its obligations under the Agreement.

6.2 The Customer shall ensure that all users with access to the Service undertake to comply with the terms set out in the Agreement.

6.3 The Customer shall ensure that the Service is used in accordance with the terms of this Agreement. The Customer may not use the Service for any other purpose, or for anyone else’s purpose, than as prescribed in the Agreement.

6.4 The Customer shall be responsible for ensuring that security methods, login credentials, and other information provided by the Supplier for access to the Service are handled confidentially.

6.5 The Customer shall allow the Supplier to audit the Service, provided that the Supplier has given prior written notice to the Customer that such audit will take place.

6.6 The Customer is responsible for ensuring that its networks and systems comply with the specifications provided by the Supplier. The Customer is also responsible for communication between the Customer and the connection point where the Supplier’s network connects to the internet. The Supplier is therefore not responsible for problems arising outside the connection point or caused by the Customer’s internet connection.

6.7 The Customer acknowledges that delays caused by the Customer’s failure to fulfil its obligations under the Agreement may require the Supplier to adjust any agreed timeframes, which may result in increased costs for the Customer.

6.8 The Customer and the User shall comply with the provisions on prohibited use in section 12.

6.9 The Customer shall ensure:

that the Customer’s data is free from viruses, trojans, worms, or other malicious software or code;

that, to the best of its ability, unauthorized access to the Service is prevented. If the Customer discovers such unauthorized access to the Service, the Customer must immediately notify the Supplier thereof;

that the Supplier is immediately notified of any Incidents.

7 Supplier obligations

7.1 The Supplier provides the Service in accordance with these terms and, where applicable, a separate written agreement with the Customer.

7.2 The Supplier shall provide the Service with reasonable skill and care in accordance with generally accepted industry standards.

7.3 The Supplier undertakes to ensure that it has all necessary rights, licenses, consents, and authorizations required to provide the Service under the Agreement.

7.4 The Supplier is responsible for the rights, licenses, and permits required for the Supplier to provide the Service. The Customer is responsible for the internal decisions, permits, legal bases, and any approvals required for the Customer’s use of the Service in its operations.

7.5 The Supplier provides support and maintenance in accordance with the information published on the Supplier’s website or under a separate written agreement with the Customer.

7.6 The Supplier may perform planned and unplanned maintenance of the Service. Where practically possible, the Supplier shall inform the Customer in advance of planned maintenance that may materially affect the Customer’s use of the Service.

7.7 The Supplier shall implement technical and organizational security measures appropriate to the nature of the Service to protect the Service, Customer Information, and Log Data.

7.8 The Customer acknowledges that no software, integration, communication service, or authentication solution can be guaranteed to be completely free from errors, interruptions, vulnerabilities, unauthorized attacks, or other security risks.

7.9 The Supplier does not guarantee that the Service will always be uninterrupted or error-free, or that it will meet all of the Customer’s internal security, availability, or operational requirements, unless expressly agreed separately.

7.10 The Supplier may temporarily restrict, deny, or suspend access to the Service if this is deemed necessary to protect the Service, the Customer, Users, personal data, Customer Information, Third-Party Services, or information security.

8 Third-Party Services

8.1 The Service may contain, integrate with, or depend on Third-Party Services.

8.2 The Customer is responsible for the agreements, licenses, accounts, permissions, settings, and terms required for the Customer’s use of Third-Party Services.

8.3 Third-Party Services are provided by the respective third party and are subject to that third party’s terms, personal data processing, security measures, and availability.

8.4 The Supplier is not responsible for the functionality, availability, security, support, terms, data processing, or changes to APIs, SDKs, clients, authentication flows, or other technical interfaces of Third-Party Services.

8.5 If a Third-Party Service is changed, discontinued, restricted, or becomes unavailable, the Supplier may make the changes to the Service required to maintain, limit, or adapt the functionality of the Service.

8.6 The Service may require the Customer or User to approve certain permissions in a Third-Party Service. Such permissions are used only to provide, secure, and administer the functions of the Service. If permissions are revoked or expire, all or parts of the Service may cease to function and new authorization may be required.

9 Intellectual property rights

9.1 All intellectual property rights in or relating to the Service belong to the Supplier or, where applicable, the Supplier’s suppliers or licensors.

9.2 Nothing in the Agreement constitutes a transfer of intellectual property rights relating to the Service or its software to the Customer. Data generated as part of the Customer’s use of the Service shall, however, be owned by the Customer without limitation. The Supplier may only use the Customer’s data for the performance of its obligations under the Agreement. The Supplier shall, however, have the right to collect information on performance, statistics, or similar data based on the Service’s processing of the Customer’s data. The Customer owns all rights to Customer Information.

9.3 The Supplier warrants that the use of the Service in accordance with the Agreement does not infringe any third party’s intellectual property rights. If a third party asserts a claim against the Customer that the Service infringes the third party’s intellectual property rights, the Customer shall notify the Supplier thereof in writing without delay. The Supplier shall thereafter, at its own expense, take the measures necessary to dispute and protect the Customer against such claims. The Customer shall, at its own expense, reasonably assist the Supplier and execute all documents required for the Supplier to safeguard the Customer’s rights. The Supplier undertakes to compensate the Customer for damages and other compensation that the Customer is ordered to pay by judgment or settlement only if the Service is found to infringe a third party’s intellectual property rights. The Supplier’s obligation to indemnify the Customer requires that the Customer has not admitted liability to, or reached a settlement with, the third party regarding the claim, and that the Customer has installed the available updates to the Service provided by the Supplier, provided that such updates would have prevented the infringement.

9.4 If the Customer or Users provide suggestions, ideas, improvement proposals, or other feedback regarding the Service, the Supplier may use such feedback without compensation or restriction, provided that such use does not disclose the Customer’s Confidential Information or personal data in breach of these terms or applicable law.

10 Personal data

10.1 The Parties shall comply with applicable data protection legislation when processing personal data in connection with the Service.

10.2 Information on how the Supplier collects, uses, shares, stores, and otherwise processes personal data within the scope of the Service, and how data subjects may exercise their rights, is set out in the Supplier’s privacy policy.

10.3 If the Supplier processes personal data on behalf of the Customer, such processing shall be governed by a separate data processing agreement or other data protection agreement between the Supplier and the Customer.

10.4 These terms do not replace such data processing agreement. In the event of conflict between these terms and a data processing agreement, the data processing agreement shall prevail in matters relating to the processing of personal data.

10.5 The Customer is responsible for ensuring that it has a legal basis and the necessary internal decisions to use the Service in its operations and to invite or authenticate Users through the Service.

10.6 The Supplier does not sell personal data processed through the Service and does not use such personal data to create user profiles for advertising or marketing.

11 Confidentiality

11.1 A Party, the Customer, and Users may not unlawfully use, disclose, or disseminate Confidential Information received or made available through the Service.

11.2 Confidential Information means all non-public information concerning the Supplier, the Customer, Users, the Service, technical solutions, security measures, vulnerabilities, authentication flows, access mechanisms, meeting information, Log Data, business relationships, or other information that should reasonably be understood to be confidential.

11.3 The confidentiality obligation does not apply to information that the recipient can demonstrate:

a) is or has become generally known without breach of these terms;
b) was already known to the recipient without a confidentiality obligation;
c) was received from a third party without breach of confidentiality;
d) was independently developed without use of Confidential Information; or
e) must be disclosed under law, authority decision, or court order.

11.4 Confidential Information may only be used to the extent required to use, provide, administer, support, secure, or follow up the Service.

11.5 The confidentiality obligation applies during the period in which the Service is used and for five (5) years thereafter. For trade secrets, security information, vulnerability information, and access-related information, the confidentiality obligation applies for as long as the information remains confidential.

12 Prohibited use

12.1 The Customer and the User may not:

a) use the Service in breach of these terms, applicable law, or the Customer’s authorized instructions;

b) circumvent, manipulate, or attempt to affect authentication, authorization control, access control, or other security functions;

c) use another person’s identity, electronic identification, authentication method, or Access Credentials;

d) attempt to obtain unauthorized access to meetings, accounts, systems, data, or information;

e) disrupt, overload, damage, scan, or attack the Service or its infrastructure;

f) use the Service to distribute malicious code, commit fraud, misuse identities, or conduct other unlawful activities;

g) copy, decompile, disassemble, modify, or create derivative works of the Service, except to the extent such right follows from mandatory law; or

h) use the Service to develop, train, or provide a competing service without the Supplier’s written approval.

13 Information security and incidents

13.1 The Supplier shall implement appropriate technical and organizational security measures, taking into account the nature of the Service, the risks, the technical conditions, and the information processed in the Service.

13.2 The Customer is responsible for its own information classification, internal authorization decisions, security instructions, meeting settings, and use of the Service.

13.3 The Customer and Users shall inform the Supplier without delay in the event of suspected Incidents, unauthorized access, identity misuse, incorrect authorization, leaked Access Credentials, or any other security risk.

13.4 The Supplier may take the technical and organizational measures that the Supplier deems necessary to manage, limit, or investigate Incidents or security risks, including temporarily restricting access to the Service.

13.5 The Customer and Users may not publicly disclose vulnerabilities, security deficiencies, or technical information about the Service without the Supplier’s written approval, unless such disclosure is required by mandatory law.

14 Limitation of liability

14.1 The Supplier is not liable for indirect damage, consequential damage, loss of profit, production loss, loss of data, loss of goodwill, or other similar damage, unless the damage was caused by intent or gross negligence.

14.2 The Supplier is not liable for damage, interruption, error, or defect caused by the Customer, Users, the Customer’s systems, the Customer’s network, the Customer’s settings, Third-Party Services, or any other circumstance beyond the Supplier’s control.

14.3 Unless otherwise provided in a separate written agreement, the Supplier’s total liability is limited to the fees paid by the Customer to the Supplier for the Service during the twelve (12) months preceding the event giving rise to the damage. If no fees have been paid, the Supplier’s liability is limited to SEK 10,000.

14.4 The limitations apply to the extent permitted by applicable law and do not limit liability that may not be limited under mandatory law.

15 Amendments to the terms

15.1 The Supplier may amend these terms. The version published from time to time applies to continued use of the Service. In the event of material amendments affecting the rights or obligations of the Customer or User, the Supplier shall inform the Customer or User in an appropriate manner, unless the amendment is immediately required for security reasons, by law, by authority requirements, or by requirements from a Third-Party Service.

16 Early termination

16.1 The Parties have the right, by written notice to the other Party, to terminate the Agreement early if:

the other Party commits a breach of contract in violation of the provisions of the Agreement and does not remedy such breach within 30 days from the date on which the breach and the required remedy were notified to the Party in writing;

the other Party has suspended payments or may otherwise be deemed insolvent; or

a Party otherwise has the right under the terms of the Agreement to terminate the Agreement with immediate effect.

16.2 The Agreement may further be terminated with immediate effect by the Supplier if:

the Customer takes organizational measures that materially change its management in a manner that significantly impairs the possibility of cooperation between the Parties; or

the Customer claims to have a better right to the Service or otherwise threatens the Supplier’s exclusive right by challenging the Supplier’s right to the Service or by hindering or preventing the Supplier’s ability to further grant authorization to the Service to third parties.

16.3 The Supplier may, with immediate effect, restrict, suspend, or terminate the Customer’s or Users’ access to the Service if the Customer or User breaches these terms, uses the Service in an unauthorized manner, causes or risks causing a security risk, or if continued access may harm the Supplier, the Customer, another customer, Users, a Third-Party Service, or personal data.

16.4 The Supplier may also restrict or terminate access to the Service if required by law, authority decision, court order, separate customer agreement, or requirements from a Third-Party Service.

17 Consequences of termination of the Agreement

17.1 Upon termination of the Agreement, the Customer’s right to use the Service ceases immediately, whereby all granted rights revert to the Supplier. The Customer shall immediately cease all use of the Service and, where applicable, immediately uninstall locally installed software received from the Supplier as part of the use of the Service. The Customer shall, upon the Supplier’s instructions, destroy and return all material and all copies or other documents relating to the Service.

17.2 After the Customer’s use of the Service has ceased, the Supplier may retain the Customer’s data for the period required under a separate agreement, data processing agreement, privacy policy, legal obligation, or the Supplier’s procedures in force from time to time for security, logging, and regulatory compliance.

17.3 If the Customer requests export or deletion of the Customer’s data, such request shall be handled in accordance with a separate agreement, data processing agreement, or the Supplier’s procedures in force from time to time. Unless otherwise agreed, such request shall be made no later than thirty (30) days after the Customer’s use of the Service has ceased.

17.4 A Party that has received Confidential Information shall, within thirty (30) days of a request, return or delete such information, unless continued retention is required by law, authority decision, court order, data protection agreement, security requirements, or internal procedures for regulatory compliance.

17.5 Terms that by their nature are clearly intended to continue after the contractual term shall remain applicable after termination of the Agreement.

18 Force majeure

18.1 Neither Party shall be held liable for failure to perform its obligations under this Agreement due to an impediment beyond the Party’s control that the Party could not reasonably have been expected to take into account at the time of entering into the Agreement and whose consequences the Party could not reasonably have avoided or overcome.

18.2 Failure arising as a result of an impediment caused directly or indirectly by, including but not limited to, labor disputes, accidents, acts of war, terrorism, government action, natural disasters, fire, flooding, pandemic, extensive cyberattacks, major operational disruptions, power outages, network outages, disruption in a Third-Party Service, changes in legislation, or other impediments beyond a Party’s control shall constitute force majeure.

18.3 In order for a Party to be entitled to invoke a ground for relief as set out above, that Party shall notify the other Party in writing without delay that such circumstance has occurred. Written notice shall also be given without delay when the ground for relief ceases.

18.4 A ground for relief means that the Party is excused from performing its obligations at the agreed time and for the subsequent period during which performance must be postponed as a result of the event. The Party shall make reasonable efforts to mitigate the scope and effect of the force majeure event and resume performance of the obligations that were prevented as soon as practically possible.

18.5 The reservation regarding contractual conflict in the labor market shall not be deemed to constitute a ground for relief if either Party itself undertakes or is subject to such conflict.

18.6 Notwithstanding the above, a Party has the right to terminate the Agreement if the other Party’s performance has been delayed due to force majeure for more than three (3) months.

19 Governing law

19.1 This Agreement shall be governed by Swedish law.

20 Dispute resolution

20.1 Any dispute arising from this Agreement shall primarily be resolved through consultation between the Parties.

20.2 If the dispute cannot be resolved through consultation, the dispute shall be settled by Swedish general courts, with the Stockholm District Court as the court of first instance.