Terms of Service

§1. Acceptance of Terms

These Terms of Service (the "Terms") are an agreement between you and the legal entity identified in the company information above ("we", "us" or "our") governing your use of the Clientflow platform — including the website (clientflow.nu), the web application (app.clientflow.nu), the mobile applications, APIs and all related services and features, including features in beta or early access (collectively, the "Service"). You accept the Terms when you create an account, click "Accept" or similar, or start using the Service. Electronic acceptance is legally binding under Danish contract law. By accepting, you represent that: (a) you are at least 18 years old and have legal capacity to enter into the agreement; (b) if you accept on behalf of a company or other legal entity, you are authorized to bind that entity — in which case "you" includes the entity and its authorized users; (c) your use of the Service does not violate applicable law or third-party rights; and (d) the information you provide during registration and use is accurate, and you will keep it up to date. Together with the Data Processing Agreement (DPA), the Terms constitute the entire agreement governing your use of the Service and supersede prior agreements on the same subject; our privacy policy describes how we process personal data. If you cannot accept the Terms, you must refrain from using the Service.

§2. Description of Service

Clientflow is a Field Service Management (FSM) platform that helps service businesses capture leads and manage their operations, and which integrates with third-party services, including Meta (Facebook and Instagram). THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND — EXPRESS OR IMPLIED — TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. We do not warrant that the Service will be error-free or uninterrupted, or that it will meet your specific requirements. We develop the Service continuously and may change, add or remove features, modules and integrations; we aim to give reasonable advance notice of material degradations of core functionality you pay for. Planned and unplanned maintenance may cause temporary unavailability; we aim to announce planned maintenance in advance. Features marked as beta, early access, preview or experimental are provided without any warranty, are not part of the agreed core functionality and may be changed or removed without notice; use of them is at your own risk. Our liability in connection with changes, maintenance and downtime is governed by Sections 7 and 11.

§3. Use of Meta (Facebook) Data

Our Service allows you to retrieve and manage lead data from your Facebook and Instagram accounts. By using this integration, you agree to:

• — Comply with all applicable Meta Platform Terms and Developer Policies.
• — Only use the lead data for lawful business purposes (e.g., contacting potential customers who requested information).
• — Not sell, transfer, or misuse lead data in violation of privacy laws (GDPR) or Meta's Platform Terms.

§4. User Responsibilities

You are responsible for:

• — maintaining the confidentiality of your account login credentials, including passwords, API keys, session tokens, and any two-factor authentication configurations, and taking all reasonable measures to prevent unauthorised access to your account.
• — all activities occurring under your account, irrespective of whether such activities are performed by you, your employees, your business partners, or third parties who have gained access to your account with or without your authorisation.
• — ensuring that your use of the Service complies at all times with all applicable laws, regulations, rules, industry standards, and regulatory requirements, including but not limited to the GDPR, the Danish Data Protection Act, the Danish Marketing Practices Act, the Danish Bookkeeping Act, and any sector-specific regulation applicable to you.
• — keeping your billing and contact information accurate, current, and complete at all times.
• — complying with all applicable data protection laws and regulations in respect of personal data that you process via the Service, including by ensuring a lawful basis for any processing, satisfying the duty to provide information to data subjects, and honouring data subject rights.
• — ensuring that you have obtained all necessary consents, authorisations, and approvals from your end-customers, employees, and other data subjects before entering their personal data into the Service.
• — refraining from using the Service for unlawful purposes, including but not limited to fraud, money laundering, harassment, discrimination, spam, phishing, or any other harmful or unlawful activity.
• — refraining from attempting to gain unauthorised access to the Service's systems, servers, networks, or databases, including by means of automated scripts, bots, crawlers, or any other unauthorised method.
• — refraining from introducing harmful code, including but not limited to viruses, Trojan horses, worms, ransomware, spyware, adware, or any other malware, into the Service or its underlying infrastructure.
• — refraining from scraping, crawling, data mining, or any other automated data extraction from the Service without our prior written consent.
• — maintaining adequate security measures on your own systems, devices, and networks to protect against unauthorised access to your account and to the data processed via the Service.
• — refraining from using the Service in any manner that loads, overloads, disrupts, degrades, or otherwise adversely affects the performance, stability, availability, security, or functionality of the Service for other users, including by making excessive API calls, uploading disproportionately large volumes of data, generating unnecessary traffic, or otherwise abusing the Service's resources.
• — refraining from attempting to circumvent, disable, manipulate, interfere with, or otherwise undermine any security mechanism, access control, rate limit, usage quota, feature restriction, account limit, technical restriction, encryption layer, authentication mechanism, or other protective measure implemented in the Service.
• — refraining from reselling, sublicensing, lending, leasing, time-sharing, distributing, making available to third parties, or otherwise commercially exploiting your access to the Service or any data, features, or services available through the Service, without our prior, express, and written consent.
• — refraining from using the Service for benchmarking, competitive analysis, comparative testing, or any other activity aimed at evaluating the Service for the purpose of developing, improving, or marketing a competing product or service.
• — promptly notifying us of any actual or suspected security incident, unauthorised access, data breach, data loss, vulnerability, or other event that may affect the security or integrity of the Service or your account.
• — ensuring that all users accessing the Service under your account — including employees, subcontractors, consultants, temporary staff, interns, and any other person with authorised or unauthorised access — are duly instructed in and comply with these Terms, our Privacy Policy, applicable data protection law, and all other relevant rules and guidelines.
• — refraining from using the Service to store, process, transmit, or distribute content that is unlawful, infringing, defamatory, libellous, threatening, obscene, discriminatory, hateful, violent, sexually explicit, or otherwise contrary to applicable law, public order, or good morals.

§5. Intellectual Property

The Service — including software, source code, algorithms, designs, user interfaces, trademarks, logos, documentation and all other intellectual property — belongs to us or our licensors and is protected by Danish and international intellectual property law. You are granted a limited, non-exclusive, non-transferable and revocable license to use the Service for your own internal business purposes within the scope of your subscription. All rights not expressly granted to you are reserved by us. You may not — yourself or through third parties: (a) copy, resell, rent out, distribute or otherwise commercially exploit the Service or any part of it; (b) decompile, reverse-engineer or otherwise attempt to derive the Service's source code or underlying technology, except to the extent mandatory law permits; (c) modify the Service or create derivative works based on it; or (d) remove or alter copyright and trademark notices. Feedback, suggestions and improvement ideas that you voluntarily provide about the Service may be used, implemented and further developed by us freely, without restriction, compensation or attribution obligations, and all intellectual property rights in such feedback are assigned to us to the extent permitted by applicable law.

§6. Termination

We may suspend or terminate your access to the Service, in whole or in part, if: (a) you materially breach these Terms; (b) your use infringes third-party rights or applicable law; (c) your use harms or poses a material risk to the Service, other users or our infrastructure; (d) we are required to do so by a court order or governmental demand; (e) we identify or reasonably suspect fraud, abuse or a security breach related to your account; (f) you fail to meet your payment obligations (cf. Section 10); or (g) your account has been inactive without an active subscription for more than 12 months. In cases of serious violations — e.g. attempts at unauthorized access to our systems or other users' data, introduction of malicious code, or repeated violations — suspension or termination may take effect immediately and without prior notice. In less serious cases we aim to notify you and give you an opportunity to remedy the issue before terminating. We may additionally terminate the agreement without cause with effect from the end of your current billing period. Upon any termination — regardless of cause and regardless of which party terminates — you have 30 calendar days from the termination date to export your data via the Service's export features; completing the export before the deadline is your responsibility. Thereafter all your data is permanently deleted from our active systems in accordance with our data retention policy; data may remain in encrypted backups for up to 90 days, and records we are legally required to retain (e.g. accounting records) are kept for the statutory period. Prepaid fees for the current billing period are not refunded upon termination, cf. Sections 6.A and 10. Provisions which by their nature should survive termination — including Sections 5 (intellectual property), 7 (limitation of liability), 8 (governing law and disputes) and 12 (data processing) — remain in force after termination.

§7. Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICE IS PROVIDED WITHOUT WARRANTIES OF ANY KIND, AND NEITHER WE NOR OUR AFFILIATED COMPANIES, MANAGEMENT, EMPLOYEES, LICENSORS OR SERVICE PROVIDERS SHALL BE LIABLE FOR ANY INDIRECT OR CONSEQUENTIAL LOSS — INCLUDING LOST REVENUE, LOST PROFITS, LOSS OF DATA, LOSS OF GOODWILL, BUSINESS INTERRUPTION OR COSTS OF SUBSTITUTE SERVICES — REGARDLESS OF THE BASIS OF LIABILITY, AND EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS. OUR TOTAL AGGREGATE LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR YOUR USE OF THE SERVICE IS — REGARDLESS OF THE BASIS OF LIABILITY — LIMITED TO THE LOWER OF: (I) THE AMOUNT YOU HAVE ACTUALLY PAID TO US IN SUBSCRIPTION FEES DURING THE 12 MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR (II) DKK 5,000. IF YOU HAVE PAID NO SUBSCRIPTION FEES (E.G. DURING A FREE TRIAL), OUR TOTAL LIABILITY IS DKK 0. This limitation of liability is a fundamental element of the agreement and reflects the agreed allocation of risk between the parties in light of the nature and price level of the Service; without it we could not offer the Service on the current terms. The limitation applies cumulatively to all claims combined and survives termination of the agreement. Nothing in this section limits liability that cannot validly be excluded or limited under mandatory Danish law — including liability for intent or gross negligence. We are not liable for loss or damage resulting from:

• — your access to or use of or inability to access or use the Service;
• — any conduct or content of any third party on the Service;
• — any content obtained from the Service; and
• — unauthorized access, use, or alteration of your transmissions or content.

§8. Governing Law

These Terms and any dispute arising out of or relating to them or your use of the Service are governed by Danish law, without regard to conflict-of-law rules that would lead to the application of the law of another country. The UN Convention on Contracts for the International Sale of Goods (CISG) does not apply. Disputes are settled by the Danish courts with the Court of Hillerød as the agreed venue of first instance. ANY CLAIM AGAINST US IN CONNECTION WITH THESE TERMS OR THE SERVICE MUST BE BROUGHT NO LATER THAN 12 MONTHS AFTER THE EVENT GIVING RISE TO THE CLAIM OCCURRED OR REASONABLY SHOULD HAVE BEEN DISCOVERED; THEREAFTER THE CLAIM IS TIME-BARRED, TO THE EXTENT SUCH A CONTRACTUAL LIMITATION PERIOD IS VALID UNDER APPLICABLE LAW. We may, at our option, instead refer a dispute to final and binding arbitration administered by the Danish Institute of Arbitration in Copenhagen, with a single arbitrator and Danish as the language of the proceedings; the costs of the arbitration are allocated by the arbitrator. Notwithstanding the foregoing, either party may seek interim remedies (e.g. injunctions or preservation of evidence) before the ordinary courts.

§9. Changes to Terms

We may amend these Terms, for example following changes in legislation, the Service's features, pricing or our business model. The current version is always available at clientflow.nu with the "Last Updated" date at the top. We give notice of material changes — including changes to pricing, liability provisions or termination terms to your detriment — via email or in the app a reasonable time before they take effect, so that you can terminate your subscription before the effective date if you do not wish to continue on the amended terms. Editorial and linguistic changes without material significance may be made without notice. Your continued use of the Service after a notified change takes effect constitutes your acceptance of the amended Terms. If you do not wish to accept a change, you may always terminate your subscription under Section 6.A with effect from the end of the current billing period.

§10. Subscription, pricing and billing

The Service is provided as a subscription with ongoing monthly invoicing. Subscription fees are invoiced in advance — first upon conclusion of the agreement and thereafter monthly on the same date. The subscription renews automatically each month until terminated under Section 6 or 6.A. All prices are stated in Danish kroner (DKK) and exclusive of VAT; VAT is added at the applicable rate. We may change prices and subscription structure; price changes are notified by email before they take effect for your subscription and apply no earlier than from the next billing period. If you do not wish to continue at the new price, you may terminate under Section 6.A before the effective date. Payment is made via the payment methods available in the Service, and you are responsible for keeping valid, up-to-date payment details on your account. In the event of failed payment, our payment provider Stripe automatically retries the charge several times (Smart Retries); if all attempts fail, the subscription is marked as past due and terminated automatically. While your subscription is past due, we may suspend or restrict your access to the Service without further notice. Prepaid fees are not refundable unless mandatory law requires it (business users are not consumers within the meaning of the law). If you activate the Service's payment feature, you receive payments from your own end customers via Stripe Connect — by payment card and the other payment methods Stripe makes available to your account, including Apple Pay, Google Pay and MobilePay — and, as holder of the associated Stripe account, you are responsible for those transactions. In addition to Stripe's own transaction fee, we charge a platform fee on completed payments. The platform fee is charged either as a separate line on your Clientflow invoice — stated exclusive of VAT, to which VAT is added at the applicable rate — or as a deduction from the payout via Stripe before the amount is paid out to you, or as a combination of the two. Which charging model applies to your account, and the current rate of the fee, is set out in your agreement and in the Service. A change to the rate or to the charging model that is to your detriment is notified under the same rules as price changes above.

§11. Service level and availability

Our standard subscriptions do not include a service level agreement (SLA): there is no guaranteed uptime, response time or support response time, and no service credits or compensation are provided for downtime or service disruptions, unless otherwise agreed in writing. We strive for high uptime and reliable operation in line with industry standards for cloud-based SaaS platforms, but this ambition does not in itself constitute a legally binding obligation. Like any internet-based service, the Service may be unavailable due to circumstances beyond our control — e.g. failures in third-party infrastructure, network issues or force majeure (cf. Section 13). During disruptions we aim to make status information available. If your business requires contractually guaranteed uptime or dedicated support, this can be arranged separately — contact us to discuss terms before subscribing.

§12. Data processing and DPA

When you, as a business customer, use the Service to process personal data about your own customers, leads, employees or suppliers, we act as data processor on your behalf under Article 28 GDPR, and you are the data controller. Our processing on your behalf — including the nature and purpose of the processing, categories of data subjects, deletion, sub-processors, security measures and assistance with data subjects' rights — is governed by a separate Data Processing Agreement (DPA), which forms an integral part of this agreement and can be requested by contacting support@clientflow.nu. In the event of conflict between the Terms and the DPA, the DPA prevails with respect to the processing of personal data. An overview of sub-processor categories with locations and transfer mechanisms is available at clientflow.nu/underdatabehandlere, and the complete list can be requested from support@clientflow.nu. When sub-processors are added or replaced with a changed processing location or transfer mechanism, you are notified at least 30 days in advance via the Service and email; if you object and we cannot accommodate the objection, you may terminate the subscription with no payment obligations beyond services already delivered. As data controller, you are responsible for ensuring that your processing of personal data through the Service complies with applicable data protection law — including having a lawful basis for processing, meeting your information obligations and responding to data subjects' requests. You shall indemnify us against third-party claims — including from data subjects and supervisory authorities — as well as fines, sanctions and reasonable defense costs, to the extent the claim results from your failure to comply with your obligations as data controller or your unlawful processing of personal data through the Service. This indemnity survives termination of the agreement.

§13. Force majeure

Neither party is liable for failure or delay in performing its obligations to the extent caused by a force majeure event — i.e. an event beyond the party's reasonable control which could not reasonably have been foreseen or avoided, including natural disasters, fire, pandemics, war, terrorism, cyberattacks (including DDoS and ransomware attacks), strikes and lockouts, power failures, breakdowns in telecommunications or the internet, failures in third-party infrastructure (e.g. hosting and payment providers), and governmental intervention or changes in law preventing delivery of the Service. The affected party shall notify the other party without undue delay of the event and its expected duration, and both parties shall in good faith seek to mitigate its consequences. Obligations that cannot be performed are suspended for as long as the event persists, without this constituting a breach. If a force majeure event lasts more than 60 consecutive days, either party may terminate the agreement with immediate effect and without liability. Payment obligations for services delivered before the event are not suspended.

§14. App Store Provisions

§15. Contact Us

If you have any questions about these Terms, please contact us at:

Email: support@clientflow.nu