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Terms & Conditions

Last updated: 22 October 2022

Congratulations on your selection and welcome to Flextribe! Please read these Terms carefully, as they are binding on any use of the Flextribe Solution (capitalized terms defined below in Clause ‎‎1.1).

Flextribe ApS

Company reg. (CVR) no.: 39724936

Ragnagade 7, 2100 Copenhagen Ø, Denmark

Definitions

1.1 Unless otherwise defined or the context otherwise requires, capitalised terms used in the Agreement shall have the following meaning:

Affiliates means any separate legal entity directly or indirectly owned by or under common control with by a party to this Agreement. Control means the ownership and/or control of more than 50 % of the voting securities in such an entity.

Agreement means these Terms and any Order Form with a reference to the Terms, and any other supplements, work order, exhibits or appendices thereto related to the Solution, whether attached or incorporated by reference.

Clause refers to the relevant clauses in these Terms.

Confidential Information means all information directly or indirectly made available or exchanged between the Parties to this Agreement, whether in writing, electronically or orally, including through use of the Software, and includes any personal data provided or received.

Customer means the legal entity executing the Order Form.

Customer Data means any data, content, materials, video, graphics, recordings, or text, including Personal Data, which the Customer or its End Users provide(s) to through their use of the Solution.

Effective Date means the date from when Flextribe shall make the Solution available to the Customer as set out in the Order Form.

End User means any employee, agent or contractor of Customer who uses the Solution from time to time.

Flextribe means the Flextribe legal entity executing the Order Form.

GDPR means the European General Data Protection Regulation 2016/679.

Initial Subscription Term means the initial term of this Agreement as set out in the Order Form.

Intellectual Property Rights means all intellectual property rights of any kind (whether or not they can be subject to registration and whether or not they are registered or are subject to an application for registration), including, but not limited to, copyrights, patent rights, rights to inventions, rights in designs, trade or business names, domain names as well as rights in proprietary information, technology and knowhow and all other rights or forms of protection of a similar nature.

Malicious Code means harmful or malicious code, files, scripts, agents, programs, etc., e.g., viruses, trojan horses, and keyloggers.

Order Form means all written order forms or other ordering documentation, entered into by Flextribe and the Customer containing the pricing, subscription term and other specific terms and conditions applicable to the Solution.

Party means either the Customer or Flextribe.

Parties means the Customer and Flextribe collectively.

Renewal Period means the period described in Clause ‎11.2.

Service Description means the description of the Solution as referenced or attached to the Order Form.

Solution means Flextribe’s Software-as-a-Service (SaaS) solution provided to Customer on an “as is” and “as available” basis as described in the Service Description.

Subscription Term means the Initial Subscription Term together with any subsequent Renewal Periods.

Terms means these terms and conditions applicable to the Solution provided by Flextribe to Customer.

Access and usage rights

2.1 With effect from the Effective Date, and during the Subscription Term, Flextribe grants to Customer and its End Users, a limited, non-transferable, non-exclusive, revocable right to access and use the Solution only and solely for Customer’s internal business purposes as intended, contemplated by and/or set out in the Agreement. As the Solution is provided on a software-as-a-service basis, the Customer will not be provided with any physical or digital copy of the Solution.

2.2 To the extent that one or more Affiliates of the Customer are specified in the Order Form, the right to access and use the Solution shall also extend to such Affiliates and their End Users and be part of Customer's own access and use. The Customer shall in all respects be responsible for the acts and omissions of its Affiliates and of all End Users.

2.3 The Solution may only be accessed and used by Customer’s End Users, and Flextribe is entitled to require that End Users accept and acknowledge Flextribe's (end) user license terms as applicable and updated from time to time.

2.4 Flextribe shall be entitled to further develop, enhance, change or modify the Solution, provided such development, change, enhancement or modification does not materially decrease the functionality of the Solution.

2.5 Flextribe may develop new modules, features or products, which may be separately marketed and priced, and which are not part of this Agreement. The Customer is however entitled to purchase such new modules, features or products by entering into a new agreement with Flextribe with specific terms and prices for such new modules, features or products.

Evaluation license

3.1 Subject to Customer’s compliance with the terms and conditions of the Agreement, Flextribe may grant Customer and its End Users, the license as described in Clause ‎1 for a period of 14 days (“Evaluation Period”), for Customer’s internal trial use and evaluation purposes in order evaluate if to purchase a permanent license. At any time during the 14-days evaluation period, or upon expiration of the Evaluation License, Flextribe and Customer may agree in writing by execution of an applicable subscription to enter into a permanent license to the Solution.

Restrictions of use

4.1 Customer shall ensure compliance of any End User or Customer Affiliate to all terms and conditions of the Agreement if they are allowed to have access to the Solution or any Confidential Information.

4.2 Customer’s and its End Users shall not;

4.2.1 reverse engineer, disassemble, decompile or in any way work around any technical limitations;

4.2.2 rent, lease, lend, resell or in any way grant access to the Solution to third parties except as expressly permitted in these terms and conditions;

4.2.3 use the Solution to store, process or transmit any Malicious Code, messages, content, data or information that violates applicable law, including third-party rights and privacy rights;

4.2.4 combine or integrate the Solution with any hardware, software or other technology not permitted by Flextribe; or

4.2.5 remove any copyright notices, trademarks, trademark credits, confidentiality notice, mark, legend or other information included in the Solution.

Intellectual property rights

5.1 Unless expressly stated in this Agreement, neither Party will;

5.1.1 have any right, title, claims, or interest in or to the other party’s Intellectual Property Rights, or;

5.1.2 remove, alter, or obscure any trademark, service mark, logo or other proprietary notices incorporated in or accompanying the Solution.

5.2 Flextribe retains all rights that are not expressly granted in this Agreement to Customer. Customer may choose to, but is not required to, provide comments or suggestions or related data to Flextribe regarding possible improvements to the operation, functionality, or use of the Solution, and inventions, product improvements, modifications, or developments made by Flextribe, if any, whether as a result of such comments, suggestions, related data or otherwise, will be the exclusive property of Flextribe and without any compensation payable by Flextribe.

5.3 Flextribe claims no intellectual property rights over Customer Data.

5.4 Flextribe may use any generic and anonymous information, which is derived from the Customer’s use of the Solution and which is not personally identifiable information, for development of the Solution.

Confidentiality

6.1 Each Party shall keep secret and treat as confidential all Confidential Information obtained from the other party and shall not disclose such information to any person other than its employees, affiliates, agents or sub-contractors where such disclosure is required for the performance of the Party's obligations under the Agreement.

6.2 The obligations of confidentiality under this section shall survive any termination of the Agreement.

Processing of personal data

7.1 Each Party shall cooperate to ensure compliance with GDPR.

7.2 Unless the Parties have entered into a separate data processing agreement, the data processing agreement in Appendix 1 applies.

Support and maintenance

8.1 Flextribe will provide support services during the Subscription Term as described in the Order Form and/or Service Description.

8.1.1 Flextribe shall not have any responsibility to provide support services with respect to any problem with the Solution caused by (I) any software, device, or other product not supplied by Flextribe; (II) use of the Solution for a purpose other than the purpose for which it was designed; or (III) use of the Solution inconsistent with the service description.

8.2 The Solution requires continual maintenance and improvement. The subscription fee covers this maintenance.

Accessibility

9.1 Customer can access the Solution through browser by using the username and password provided by Flextribe. The Solution supports all new versions of standard browsers on the large platforms.

9.1.1 Customer must ensure that all usernames and passwords required to access the Solution are kept secure and confidential. Passwords shall be selected carefully and must not be sequential or easily-identifiable numbers. Customer must immediately notify Flextribe of any unauthorised use of Customer’s passwords or any other breach of security.

Availability and uptime

10.1 Flextribe will use commercially reasonable efforts to make the Solution available with a monthly uptime percentage at 99%, during any monthly billing cycle (“Target”). In the event that Flextribe does not meet the Target, Customer will be eligible to receive a service credit calculated as a percentage of the total subscription fee paid by Customer for the Solution (“Service Credit”) for the billing cycle in which the monthly uptime percentage fell within the ranges set forth in the table below:

Monthly Uptime Percentage (Target)

Service Credit Percentage

Less than 99.0% but greater than or equal to 98.0%

10%

Less than 98.0% but greater than or equal to 95.0%

25%

Less than 95.0%

100%

10.2 In order to receive any of the Service Credits described in the table above, Customer must notify Flextribe within 30 days from the time Customer becomes eligible to receive a Service Credit. Failure to comply with this requirement will forfeit Customer’s right to receive a Service Credit.

10.3 Flextribe will not be deemed to have failed to achieve the Target if such failure occurs as a result of

10.3.1 factors outside of Flextribe’s reasonable control, including any Force Majeure event provided that Flextribe uses commercially reasonable efforts to fulfil its obligations under this Agreement;

10.3.2 interruptions or imperfections in cloud computing service;

10.3.3 any actions or inactions of Customer;

10.3.4 Scheduled Maintenance (as described below); or

10.3.5 Flextribe’s suspension or termination of Customer’s right to use the Solution in accordance with the Agreement.

10.4 Scheduled Maintenance shall be excluded from the calculation of the monthly uptime percentage. Flextribe will give Customer at least 48 hours prior notice of all scheduled outages of the Solution (“Scheduled Maintenance”) and use commercially reasonable efforts to schedule downtime for routine maintenance of the Solution outside of normal business hours from Monday to Friday between 9:00 am and 6:00 pm.

Term and termination

11.1 This Agreement shall be effective when the Order Form pertaining to the Solution have been signed by Customer.

11.2 The Agreement is entered into for the Initial Subscription Term as stated in the Order Form. Unless terminated by either Party in accordance with Clause ‎11.3, the Agreement will automatically renew for periods of twelve (12) months (each a “Renewal Period”) following;

11.2.1 the Initial Subscription Term set out in the Order Form; or

11.2.2 any subsequent Renewal Period.

11.3 Either Party is only entitled to terminate the Agreement by providing a written notice of least three (3) months to take effect at the end of the Initial Subscription Term set out in the Order Form or a subsequent Renewal Period. No refunds will be provided for remaining unused days. There is no termination fee.

11.3.1 Notwithstanding the above, Flextribe may at any time terminate the Evaluation License immediately upon written notice to Customer.

Termination for cause

12.1 Either Party may terminate the Agreement with immediate effect, if the other Party is in material breach of the Agreement, however, if the breach is capable of cure, provided that the Party in breach has failed to remedy the breach within thirty (30) days of receipt of written notice of the breach from the other Party.

12.2 Any failure by the Customer to pay outstanding invoices shall always be considered a material breach by the Customer provided that Flextribe has sent one reminder granting a period of at least thirty (30) days to settle the outstanding invoice.

Consequences of termination

13.1 On termination of this Agreement;

13.1.1 Customer must cease using the Solution and Flextribe will cease to provide the Solution;

13.1.2 Customer agrees that any payments made are not refundable;

13.1.3 each Party must promptly return (where possible) or delete or destroy (where not possible to return), the other Party’s Confidential Information and intellectual property, and/or documents containing or relating to Confidential Information and intellectual property; and

13.1.4 Flextribe will delete personal data in accordance with the terms of the Data Processing Agreement.

Fees and payment

14.1 The relevant fees and time of invoicing are set forth in the Order Form.

14.2 Any invoice shall be paid no later than 20 days from the date such invoice was issued.

14.3 In case of delayed payment, Flextribe is entitled to interest on the outstanding amount from the due date until the date of payment at the then applicable interest prescribed by the Danish Interest Act.

14.4 Unless otherwise set out in the Order Form, Flextribe may;

14.4.1 without notice, increase the fees once a year with effect as of 1 January with the development in the net price index (in Danish "nettoprisindekset") published by Statistics Denmark by comparing the index for October in the year prior to the yearly adjustment with October the year before; and/or

14.4.2 increase the fees with six (6) months’ written notice to Customer to the end of a Subscription Term.

14.5 In addition, if the costs of producing or providing the Solution increase due to new regulatory requirements or other costs reasonably outside the control of Flextribe, Flextribe shall be entitled to increase the fees correspondingly by a notice of 90 days.

Warranties and disclaimers

15.1 Flextribe warrants to Customer, that;

15.1.1 it is duly organized, validly existing, and in good standing under the laws of the jurisdiction of its incorporation or organization, and that it has all requisite power and authority to carry out its obligations described in the Agreement;

15.1.2 it will make the Solution available to Customer as described in the Order Form and/or Service Description;

15.1.3 the Solution will perform substantially according to the specifications stated in the Service Description;

15.1.4 it will maintain the security and integrity of the Solution and Customer Data; and

15.1.5 the Solution will not contain or transmit to Customer any Malicious Code (except for any Malicious Code contained in End User-uploaded attachments or otherwise originating from End Users); and

15.2 In the event that the Solution do not perform substantially according to the Service Description as set in the warranty in Clause ‎1.3, Flextribe will repair the Solution. If Flextribe is unable to repair the Solution within thirty (30) days of receiving notice of the defect, the Customer will have the right to terminate the Agreement and receive a full refund of any prepaid fees.

15.3 Except as expressly provided herein, Flextribe makes no representations, statements or warranties of any kind, whether express or implied, statutory or otherwise regarding any matter, including the merchantability, suitability, originality, or fitness for a particular use or purpose, non-infringement or results to be derived from the use of the Solution, or that the operation of the Solution will be secure, uninterrupted or error free.

Indemnification

16.1 Flextribe will be obliged to indemnify the Customer if, and to the extent that, the Solution has infringed the rights of any third party, and in accordance with the terms specified in this Clause ‎16, provided that the Customer immediately notifies Flextribe in writing of any third party's filing of a case against the Customer claiming such infringement. Flextribe will then take over the defense of the case.

16.2 Flextribe, however, shall have no liability for any infringement claim if and to the extent that it arises from any:

16.2.1 use of the Solution in violation of the Agreement;

16.3 modification of the Solution by anyone other than Flextribe;

16.4 third-party products, services, hardware, solution, or other materials used in combination with the Solution - which are not approved by Flextribe - if the Solution would not be infringing without this combination; or

16.5 failure by the Customer to install any new versions, updates, service packs, releases or hot-fixes recommended by Flextribe, if such installation will rectify the infringement.

16.6 The Customer will indemnify and hold harmless Flextribe for any and all expenses and any third-party claims (including reasonable attorney's fees incurred in responding to such claim) due to (I) any use of the Solution in violation of any applicable law or regulation; (II) any unauthorised use of the Solution by the End Users; or (III) the collection, transmittance, use or storage of Customer Data through the Solution, including that this infringes or misappropriates the rights of a third party.

Limitation of liability

17.1 The Parties are liable to pay damages in accordance the general rules of Danish law. Under no circumstances shall either Party be liable to the other or any other party, for any loss or damage (whether or not the other Party had been advised of the possibility of such loss or damage) in any amount, to the extent that such loss or damage is;

17.1.1 consequential, indirect, special or punitive;

17.1.2 for any loss of profits or revenues, loss of business, loss of business opportunity, loss of goodwill or reputation, loss or corruption of data; or

17.1.3 loss of revenue or anticipated savings.

17.2 Flextribe’s total aggregate liability in contract, tort including negligence, misrepresentation or otherwise, arising out of or in connection with the Solution pursuant to these Terms, shall not exceed the fees paid by the Customer for the Solution during the twelve (12) months prior to the date of the first event giving rise to liability.

17.3 The above maximisation of damages also covers Flextribe’s liability as data processor to pay damages and compensation for tort under claims raised by data subjects (and the Customer’s claim against Flextribe for recourse for claims from data subjects) (in the following jointly called “Data Subjects’ Claims”). This means that the customer is obliged to indemnify Flextribe for Data Subjects’ Claims, including reasonable internal and external costs involved in Flextribe’s handling of the Data Subjects’ Claims, inclusive of legal proceedings before the courts of law (in the following jointly called “Costs of Proceedings”) to the extent that the Data Subjects’ Claims, including Costs of Proceedings, and other claims (regardless of the nature of such claims) that are raised by the Customer and covered by the said maximisation of damages jointly exceed the maximum damages. Indemnification is to be paid regardless of whether or not the Customer is responsible for the loss, damage or tort on which the Data Subjects’ Claims are based.

17.4 The foregoing exclusions and limits of liability will not apply to (I) either Party’s fraud or wilful misconduct; or (II) the Customer’s breach of the access and usage rights or non-payment of fees.

Miscellaneous

18.1 Amendments: Any modification of or additions to the Agreement shall be valid only if explicitly agreed in writing.

18.1.1 Notwithstanding the above, if revisions are strictly necessary to ensure compliance with applicable law, the Customer is obliged to accept and adhere to such revisions in writing.

18.2 Assignment: The Customer does not have the right to assign the Agreement without the written consent of Flextribe. Flextribe is entitled to assign the Agreement to an Affiliate, a parent company or to a third Party in the event of sale, restructuring or reorganization, including merger, demerger, divestment and dissolution.

18.3 Compliance with laws: Each Party shall comply with all laws, rules and regulations with respect to its activities under the Agreement.

18.3.1 Flextribe may suspend the Solution at any time upon written notice to Customer in the event and for the period of time that the Solution is used in violation of applicable law or regulation. In such an event, Customer shall pay all amounts for the Solution during the period of suspension as if no suspension had occurred.

18.4 Cooperation: The Customer shall provide Flextribe with necessary cooperation required by Flextribe in order to provide the Solution, including support to Customer.

18.5. Each Party shall cooperate with the other Party when such co-operation may reasonably be expected for the performance of that Party's obligations.

18.6 Entire Agreement: The Agreement constitutes the entire Agreement between the Parties related to the subject matter hereof and supersedes all prior or contemporaneous agreements, understandings and communications between the Parties.

18.7 Force Majeure: Neither Party shall be liable to the other for any delay in or failure to perform its obligations as a result of any cause beyond its reasonable control (force majeure), including but not limited to any industrial dispute, natural disasters, pandemics and national power failure. If such delay or failure continues for at least 60 days, either Party will be entitled to terminate the Agreement by notice in writing.

18.8 Notices: All written notices between the Parties shall be delivered by e-mail.

18.9 Reference: Unless otherwise agreed between the Parties, Flextribe reserves the right to use Customer’s name and logo as a reference in marketing materials.

18.10 Relationship of the Parties: The Parties are independent parties and nothing in this Agreement shall in any way be construed to constitute Flextribe as an agent, employee or representative of the Customer. Neither shall this Agreement be deemed to establish any partnership, joint venture or other formal business between the Parties.

18.11 Severability: If any provision hereof is declared invalid by a court of competent jurisdiction, such provision shall be ineffective only to the extent of such invalidity, so that the remainder of that provision and all remaining provisions of the Agreement shall be valid and enforceable to the fullest extent permitted by applicable law.

18.12 Survival of Provisions: Expiry, termination or cancellation of the Agreement shall not affect any right or obligation, which expressly or by its nature survives such expiry, termination or cancellation, including but not limited to confidentiality, intellectual property rights, accrued rights, payments of outstanding amounts, disclaimer of warranties, and limitation of liability.

18.13 Waiver: Either Party’s failure or delay to insist on performance of any of these Agreement terms or to exercise any of its rights or privileges will not waive any other terms, conditions, or privileges, whether of the same or similar type.

Dispute and legal venue

Any dispute must be settled under Danish law, with the exception of CISG, the District Court in Copenhagen as the agreed venue, with usual reference and appeal rights.

Appendix 1

Data processing agreement

1.1 Both Parties shall meet the requirements of the GDPR and applicable data protection legislation.

1.2 The Customer is responsible for ensuring that the processing of personal data takes place in compliance with the GDPR, including ensuring that the processing of personal data, which Flextribe is instructed to perform, has a legal basis.

1.3 Flextribe shall process personal data only on documented instructions from the Customer. The documented instructions consist partly of the Agreement, so Flextribe can carry out such processing of the Customer's personal data as is necessary to be able to provide the agreed services (the purpose of the processing), and partly of the subsequent separate documented instructions, which the Customer may provide to Flextribe.

1.3.1 If Flextribe is of the opinion that the Agreement or a separate instruction does not cover Flextribe's processing of the Customer’s personal data, or that an instruction from the Customer will be in conflict with the GDPR or other applicable data protection legislation, Flextribe must immediately notify the Customer thereof in writing.

1.4 Both Parties shall, on an ongoing basis, implement appropriate technical and organizational measures that comply with the requirements of Article 32 of the GDPR in order to ensure the protection of the data subjects' rights. Further, Flextribe must, at the request of Customer, assist the Customer pursuant to Article 32 of the GDPR by, among other things, provide the Customer with sufficient information so the Customer can demonstrate that the Customer complies with the requirements of applicable data protection legislation, including that the above-mentioned technical and organizational security measures have been taken. Specification of the safety measures is set out in Clause ‎2.

1.5 Flextribe further ensures that the persons authorized to process personal data have committed themselves to confidentiality or are under an appropriate statutory obligation of confidentiality and that this can be demonstrated to the Customer.

1.6 Flextribe shall meet the requirements specified in Article 28(2) and (4) GDPR in order to engage another processor (a sub-processor). Flextribe has the Customer’s general authorisation for the engagement of sub-processors. Flextribe shall inform in writing the Customer of any intended changes concerning the addition or replacement of sub-processors at least 30 days in advance, thereby giving the Customer the opportunity to object to such changes prior to the engagement of the concerned sub-processor(s). If Flextribe does not receive objections from the Customer within 14 days of receiving notification thereof, Flextribe is entitled to implement the change. Flextribe ensures that the sub-processor meets the requirements of Article 28 of the GDPR, and engage to enter into a sub-processor agreement with the sub-processor in question, which is subject to at least the same obligations as Flextribe has undertaken in this Agreement. Sub-processor agreement(s) and any subsequent changes thereto are sent - at the Customer’s request - in copy to the Customer. Flextribe shall be responsible that the sub-processor complies with the obligations to which Flextribe is subject pursuant to the clauses and the GDPR.

1.7 Without the Customer's prior written consent, Flextribe may not transfer the Customer’s personal data to countries outside the EU/EEA. When entering into the Agreement, Flextribe uses the sub-processors in Clause ‎2, all of which have been approved by the Customer.

1.8 Taking into account the nature of the processing, Flextribe shall assist the Customer by appropriate technical and organizational measures, insofar as this is possible, in the fulfilment of the Customer’s obligations to respond to requests for exercising the data subject’s rights laid down in Chapter III GDPR. Flextribe’s assistance will be invoiced according to time spent.

1.9 Flextribe shall, furthermore, taking into account the nature of the processing and the information available to Flextribe, assist the Customer in ensuring compliance with the obligations under Article 32 – 36 of the GDPR.

1.10 Flextribe shall make available to the Customer all information necessary to demonstrate compliance with the obligations laid down in Article 28 and the clauses and allow for and contribute to audits, including inspections, conducted by the Customer or another auditor mandated by the Customer.

1.11 Flextribe shall comply with Article 33 of the GDPR and without undue delay notify the Customer after becoming aware that there has been a personal data breach. The notification to the Customer must take place no later than 24 hours after Flextribe has become aware of the breach. The notification shall contain at least the information referred to in Article 33 (3), litra a), b) and d) mentioned requirements for notification. These obligations apply regardless of whether Flextribe is responsible for the personal data breach. If Flextribe or its sub-processors are not responsible for the breach, Flextribe’s assistance will be invoiced according to time spent.

1.12 If the Customer does not instruct Flextribe otherwise, Flextribe is entitled and obliged to delete the Customer’s personal data no longer than 3 months after the Agreement has been finally terminated. However, the obligations regarding the processing of personal data remain in force as long as Flextribe processes the Customer’s personal data.

1.13 All matters relating to non-compliance, liability and compensation are regulated in the Agreement.

1.14 Both Parties shall keep records of processing activities referred to in Article 30 of the GDPR. If there are changes in the categories of personal data or categories of data subjects, cf. Clause ‎2, that Flextribe processes for the Customer, the Customer must immediately notify Flextribe thereof.

Information about the processing

2.1 Purpose and subject of the processing: The purpose and subject of the processing is to deliver the services and Solution in accordance with the Agreement.

2.2 Nature of the processing: collection, processing, storage and structuring.

2.3 Types of personal data: name, e-mail, CV, bank account no.

2.4 Categories of data subjects: End Users of Customer.

2.5 Security of processing: The level of security shall take into account that Flextribe will process personal data which are subject to article 6 in GDPR. Flextribe shall hereafter be entitled and under obligation to make decisions about the technical and organisational security measures that are to be applied to create the necessary level of data security. The implemented technical and organisational security measures is based upon the technical and organizational security controls from ISAE 3000.

2.6 Procedures for Customer’s audits, including inspections: Flextribe shall annually provide, free of charge, a statement of assurance from an independent third party concerning Flextribe's compliance with the GDPR.

2.6.1 In addition, the Customer or a representative of Customer, shall have access to inspect, including physically inspect, the locations, where the processing activities under the data processor agreement are carried out by Flextribe. The right to inspect includes the physical facilities as well as systems used for and related to the processing. Such an inspection shall be performed when the Customer deems it necessary. Flextribe shall without additional payment be under obligation to set aside the resources (mainly time) required for the Customer to be able to perform the inspection.

2.7 Approved sub-processors:

Visma e-conomic A/S, Gærtorvet 1-5, 1799 Copenhagen V, Denmark.

Google Ireland Limited, Gordon House, Barrow Street, Dublin 4, Ireland, Standard Contractual Clauses.

Customer.io, 921 South West Washington Street · Suite 820 · Portland, OR 97205, USA, Standard Contractual Clauses.

2.8 Use of sub-processors supplying on standard terms

2.8.1 Regardless of Clause ‎7 it is emphasized that Flextribe uses sub-processors, who provides services on its own terms, and to which Flextribe cannot deviate from. The Customer, that the following sub-processor's standard terms for such processing will apply, including in relation to requirements for audit, control, documentation and responsibility:

Google Ireland Limited.
Customer.io.

2.8.2 The standard terms will be forwarded to the Customer on request.

2.9 Procedures for audits, including inspections of the processing of personal data being performed by sub-processors: All Flextribe’s sub-processors offer industry-leading products and go through a security evaluation to ensure their practices fit our security and compliance standards. Flextribe regularly audits its sub-processors using a risk-based approach based on the best practices for such audits generally applied from time to time. Such may include review of audit reports, use of questionnaires and other appropriate means.

2.9.1 More details on Flextribes sub-processor’s compliance can be found in the table below: