VERKKOKURSSIKASSA OY – TERMS OF SERVICE

1. Parties and Formation of Agreement

- Under these Terms of Service ("Terms"), Verkkokurssikassa Oy (Business ID 3497731-1) ("Service Provider") provides the Verkkokurssikassa online service ("Service") to its business customers ("Customer").

- Upon registration, the Customer creates at least one organisation ("Organisation"), which is the unit of Service use and billing. A Customer may have multiple Organisations, each constituting a separate agreement and billing unit.

- The agreement is formed per Organisation when the Customer creates an Organisation and accepts these Terms.

- The Service is intended solely for companies and other business operators (B2B). Consumer protection legislation does not apply to this agreement.

2. Service Description

- The Service is an online store and checkout solution for selling digital products.

- Customers manage their operations through Organisations. Each Organisation may have multiple checkouts, and their combined sales are used as the basis for the Organisation's billing.

- The Service includes product management, order processing, payment provider integrations, customer registry, and reporting.

- The Service Provider may offer add-ons, integrations, and updates.

- The Customer is responsible for all products published and sold through the Service, including their content, pricing, taxation, accounting, consumer protection obligations, and any other applicable obligations.

3. Service Fees, Billing, and Payment Provider

3.1 Pricing

- Use of the Service is subject to a fee. The service fee is calculated per Organisation based on the total sales generated across that Organisation's checkouts during the previous calendar month (1st–31st).

- The current pricing is available at verkkokurssikassa.fi. The Service Provider reserves the right to amend pricing by notifying the Customer at least 30 days in advance by email or through the Service.

- The Service Provider may separately agree in writing with the Customer on alternative pricing or billing arrangements. In such cases, the agreed terms supersede the billing logic set out in this section.

3.2 Currency Conversion

- The Service supports sales in multiple currencies. If sales in an Organisation's checkouts have been recorded in currencies other than euros, they will be converted to euros at the end of the billing period.

- The conversion uses the monthly average of the European Central Bank's (ECB) daily reference exchange rates for the relevant calendar month, calculated by the Service Provider using data published by the ECB.

3.3 Billing and Charges

- The service fee is charged automatically per Organisation to the Customer's registered payment card after the end of each calendar month, based on the previous month's sales.

- Payments are processed by Paytrail Plc (Business ID 2122839-7) or another payment provider as separately notified.

- The Service Provider does not process or store the Customer's payment card details.

- The Customer is responsible for ensuring that their payment method is valid and has sufficient funds.

3.4 Failed Payment

- If an automatic charge fails, the Service Provider will retry the charge on each of the three (3) consecutive days following the failed attempt.

- If all retry attempts fail, the Service Provider has the right to immediately suspend the affected Organisation's access to the Service until the outstanding payment has been made in full.

- Access to the Service will be restored once payment is confirmed.

3.5 Payment Service Provider

Paytrail Plc acts as a collecting payment service provider and is an authorized payment institution. Paytrail Plc will be shown as the recipient on your bank or credit card statement. Paytrail Plc will forward the payment to the merchant. For complaints, please contact the website where the payment was made.

Paytrail Plc

Innova 2

Lutakonaukio 7

40100 Jyväskylä

Phone: +358 207 181 830

Business ID 2122839-7

paytrail.com/en/consumer/information-about-paying

4. Registration and User Responsibility

- The Customer is responsible for the accuracy and currency of their registration details.

- The Customer is responsible for keeping their username and password secure.

- The Customer is responsible for all actions taken using their credentials and for the conduct of all Organisations they own.

- The Customer must notify the Service Provider without delay of any suspected misuse.

- The Service Provider has the right to freeze an account or an individual Organisation to prevent suspected misuse.

5. Customer Obligations Regarding Their Checkout

- The Customer is responsible for ensuring that all legally required and payment provider-mandated information is clearly displayed in their checkout before end customers can make purchases or payments.

- At minimum, the following information must be visible in the Customer's checkout:

  - Company name, Business ID or registration number, address, phone number, and email address

  - Available payment methods

  - Cancellation, return, and refund policies

  - Delivery information for digital products in an applicable format

- If the Customer uses Paytrail Plc's payment methods in their checkout, the Customer must include the Paytrail-required payment terms text in their checkout terms, available from Paytrail's support pages.

- The Service Provider is not liable for any damages resulting from the Customer's failure to comply with the obligations set out in this section.

6. Prohibited Activities

- The Customer may not use the Service for any unlawful purpose.

- The Service must not be used to sell, market, or distribute products or content that:

  - violate Finnish law or any other applicable law

  - relate to licensed gambling activities without appropriate authorisation

  - relate to illegal substances or encourage their use

  - contain pornographic material

  - infringe the intellectual property rights, trademarks, trade names, trade secrets, personal rights, or other proprietary or contractual rights of third parties

  - are misleading, fraudulent, or contrary to good business practice

- The Customer is responsible for having all necessary rights and licences for the products and content they sell.

- The Service Provider has the right to remove or block content it reasonably deems to be in violation of these Terms or to pose a significant legal or reputational risk.

- The Service Provider has the right to suspend or terminate the agreement with immediate effect if the Customer materially breaches this section.

7. Third-Party Services

- The Service includes integrations with third-party services, such as payment methods (e.g. Stripe, Epassi, Smartum, Edenred) and other supplementary services.

- The Customer enters into agreements with third-party service providers directly and is solely responsible for any costs and obligations arising from their use.

- The Service Provider is not responsible for third-party services, their functionality, or their availability.

8. Service Availability

- The Service is designed to be continuously available.

- The Service is provided "as is" and "as available".

- The Service Provider will take reasonable measures to maintain the functionality of the Service but does not guarantee uninterrupted, error-free, or continuous operation.

- The Service Provider does not guarantee a specific level of availability, response time, or service level unless separately agreed in writing.

- The Service Provider has the right to suspend, restrict, or modify the Service for maintenance, updates, security, or development purposes. Significant planned outages will be communicated in advance where possible.

- The Service Provider is not liable for outages or disruptions caused by third-party services, payment providers, cloud or hosting services, internet connections or telecommunications networks, force majeure events, or the Customer's own actions or equipment.

- The Customer is responsible for backing up their own business-critical data and for assessing the suitability of the Service for their intended use.

9. Intellectual Property Rights

- The Service Provider owns all intellectual property rights relating to the Service, software, and documentation.

- The Customer is granted a non-exclusive, non-transferable, and non-sublicensable right to use the Service for the duration of the agreement.

- Content uploaded by the Customer to the Service remains the Customer's property.

- The Customer grants the Service Provider the right to process and display the content for the purpose of delivering the Service, and to use subcontractors for this purpose.

10. Data Protection and Confidentiality

10.1 Confidentiality

- Both parties agree to keep confidential any information received from the other party during the term of the agreement and for a reasonable period thereafter.

10.2 Roles in Personal Data Processing

- The Customer acts as the data controller with respect to the personal data of their end customers.

- The Service Provider acts as a data processor when processing such data on behalf of the Customer for the purpose of delivering the Service.

- The Service Provider does not use the personal data of the Customer's end customers for any purpose other than delivering the Service.

10.3 Service Provider Obligations

- Service Provider personnel with access to personal data are bound by confidentiality obligations.

- The Service Provider protects personal data using appropriate technical and organisational measures as described in the Privacy Policy.

- The Service Provider will notify the Customer of any data breach without undue delay upon becoming aware of it.

- The Service Provider uses subprocessors, such as cloud and payment service providers, as described in the Privacy Policy. Subprocessors are bound by equivalent data protection obligations.

10.4 Customer Obligations

- The Customer is responsible for having a lawful basis for processing personal data.

- The Customer is responsible for providing appropriate privacy notices to their end customers.

10.5 Privacy Policy

- Details regarding personal data processing, data subject rights, retention periods, subprocessors, and international transfers are described in the Service Provider's Privacy Policy, which is available within the Service.

11. Limitation of Liability

- The Service Provider is not liable for indirect, consequential, or incidental damages, such as loss of revenue, loss of profit, business interruption, or reputational harm.

- The Service Provider's total liability for all damages is limited to the fees paid by the Customer during the last three (3) months, and in any case to a maximum of EUR 1,000.

- This limitation of liability does not apply to damages caused intentionally or through gross negligence.

12. Term and Termination

- The agreement is valid indefinitely on a per-Organisation basis.

- The Customer may terminate the agreement for an individual Organisation by deleting the Organisation within the Service. Deletion is only possible when the Organisation has no outstanding invoices. The service fee for the month of termination will be charged normally based on actual sales, and no refunds will be made on fees already paid.

- If an Organisation has unprocessed or pending orders at the time of termination, the agreement terminates once the last order has been processed.

- The Service Provider has the right to terminate the agreement for an individual Organisation or the entire customer relationship with immediate effect and without notice if the Customer materially breaches these Terms, fails to pay, or acts in a manner that poses a significant legal or reputational risk.

- Upon termination, the Customer's access to the relevant Organisation will be closed. The Customer may delete their own data and content through the Service or request deletion by contacting info@verkkokurssikassa.fi. Data will be deleted within a reasonable period following termination, unless a legal obligation requires longer retention.

13. Right of Reference

- The Service Provider has the right to use the Customer's name and logo as a reference on its website, in its marketing, and in sales materials.

- The Customer may prohibit such use by written notice.

14. Amendments to Terms

- The Service Provider has the right to update these Terms.

- Customers will be notified of changes by email or through the Service at least 30 days before the changes take effect.

- Continued use of the Service after the effective date of the changes constitutes acceptance of the updated Terms.

- If the Customer does not accept the amended Terms, they have the right to terminate the agreement before the changes take effect.

15. Governing Law and Dispute Resolution

- This agreement is governed by Finnish law.

- Disputes shall be resolved primarily through negotiation.

- If no agreement is reached, disputes shall be resolved by the District Court of Helsinki.

16. Contact Information

Verkkokurssikassa Oy

Business ID: 3497731-1

Raunistulantie 7 B 26, 20300 Turku, Finland

Phone: +358 406764440

info@verkkokurssikassa.fi