Terms and conditions
Propbinder - Terms of use
1. Introduction and functionality
1.1. The Propbinder Platform is owned and operated by Propbinder ApS, cvr.nr. 44350734 (hereinafter 'Propbinder'). Propbinder develops and delivers a website and software that constitutes a platform for the real estate industry with a number of associated modules, applications and tools (hereinafter collectively referred to as the 'Platform', regardless of whether the website and software are used together or separately).
1.2. Propbinder ApS and the customer (hereinafter 'Customer') (collectively referred to as the 'Parties' and each a 'Party') have entered into a separate subscription agreement for use of the Platform (hereinafter 'Subscription Agreement'). These terms of use (hereinafter referred to as 'Terms of Use') form an integral part of the Subscription Agreement.
1.3. In order to access the Platform, a user account must be created for the Customer, and a subscription agreement must be entered into with acceptance of these terms of use (hereinafter referred to as 'Terms of Use').
1.4. By accepting these Terms of Use, the Customer authorizes Propbinder to use, access and obtain the Customer's property and company-specific information for processing in the Platform, including integrations to associated systems.
2. User account
2.1. The user account is created with a login and password for which the Customer is then responsible.
2.2. Once a user account has been created, Customer can create the desired number of users
2.3. The Customer is responsible for ensuring that users' access information is kept secret. The Customer is also responsible for ensuring that they are created on the Platform with the correct rights etc. and for keeping user information updated.
3. Subscription and payment
3.1. In order to access the Platform, the Customer must subscribe to one of the subscriptions offered by Propbinder. The subscription provides access to the selected version of the Platform
3.2. The subscription price is adjusted annually with effect from January 1 with the development in the previous year's October net price index compared to the previous year, but minimum 1.5%. The subscription price may also be changed by Propbinder with 6 months' notice to the end of a calendar year.
3.3. The Customer may upgrade or downgrade its subscription in accordance with the terms in sections 3.4.-3.5. The Customer is responsible for selecting the subscription that corresponds to the Customer's needs, and it is the Customer's responsibility to upgrade or downgrade its subscription to correspond to its actual needs.
3.4. Upgrading
3.4.1. A subscription can be upgraded at any time.
3.4.2. Invoicing will then take place in accordance with the price and terms of the new subscription (including number of properties or selected modules).
3.4.3. The difference between the prepaid subscription and the price of the new subscription applicable at the time of the upgrade will be prorated for the remaining period and invoiced for payment net cash.
3.5. Downgrading
3.5.1. The Customer can choose to downgrade the number of properties in the subscription by up to 25%. Downgrading can be ordered with 30 days' notice to the end of a quarter. The downgrade will take effect at the beginning of the next quarter.
3.5.2. Invoicing will then take place in accordance with the price and terms for the number of properties in the originally agreed subscription.
3.6. Termination
3.6.1. The Customer may terminate a subscription with 12 months' notice, but not before the end of the agreed non-termination period. Propbinder may terminate a subscription with 6 months' notice to the end of a calendar year, but no earlier than the end of the agreed non-termination period.
3.6.2. The Customer has access to use the Platform during the notice period.
3.6.3. Propbinder is entitled to delete the user account upon termination of subscription.
3.7. Invoicing and payment
3.7.1. Subscription is invoiced quarterly in advance. Billing is made to the Customer by issuing an invoice sent to the primary email address specified by the Customer in the user account contact information.
3.7.2. Invoices are issued with payment terms net cash 30 days.
3.7.3. In the event of late payment, default interest is calculated at 2% per month or part thereof.
3.7.4. If payment is not made on time, the user account will be suspended without notice. Upon further agreement between Propbinder and the Customer, the user account can be reactivated. Non-payment is considered as a termination with the shortest possible notice, as the Customer, regardless of any suspension of the user account, is obliged to pay subscription etc. until termination of subscription.
3.7.5. All prices are in Danish kroner (DKK) and exclude VAT.
4. Use of the Account
4.1. The Customer is not entitled to transfer, sell or otherwise make the Platform available to third parties or other unauthorized persons.
4.2. If the Customer discovers that unauthorized persons have gained access to the user account and have used the Customer's subscription improperly, Propbinder must be informed immediately. The Customer must also immediately change the password for the user account to prevent further misuse.
5. Changes in terms of use
5.1. Propbinder is entitled to change these Terms of Use as well as subscription types, price structure and selection of any additional services. If the changes are of importance to the Customer, these changes must be notified to take effect with 6 months' notice to the end of a calendar year.
5.2. Propbinder will inform the Customer of any changes using the primary email address stated in the user account. If the Customer does not object to the change immediately and within 4 weeks of receipt of the specified information, this shall be deemed to be acceptance of the notified changes, which shall thus take effect upon expiry of the specified notice period.
5.3. The Customer's objection to the changes is considered a termination of the subscription, which therefore terminates at the end of the notice period stated in clause 5.1. Prepaid subscription fees will be refunded proportionally in these cases.
5.4. The Terms of Use applicable from time to time will be available at www.propbinder.dk.
6. Confidentiality
6.1. The parties are obliged to keep secret and treat all data, material and information (hereinafter 'Information') relating to the other party and its affiliates in strict confidence, as set out below.
6.2. Information is considered by the Parties to constitute trade secrets in accordance with section 2 of the Danish Trade Secrets Act and includes in particular, but not limited to, tenant information, suppliers, property data, ESG data, etc. Information also includes insight into the technology and methodology of the Platform and the content and terms of the Subscription Agreement.
6.3. The parties are not entitled to disclose Information originating from the other party to third parties. Exempt from the duty of secrecy is Information that is publicly available or otherwise lawfully received from third parties, as well as Information that a Party is obliged to disclose to either authorities or courts under mandatory legislation. The Parties are entitled to disclose the existence of a formalized cooperation between the Parties.
6.4. Propbinder's use of Information (including data derived from Information) for statistical purposes and the preparation analytical data and use thereof on the Platform (hereinafter 'Authorized Use') is not covered by the duty of confidentiality. However, Authorized Use may only take place in anonymized form, which means that the Information in question and data derived therefrom cannot be directly attributed by third parties to the Customer or its tenants, properties or business in general.
6.5. The duty of confidentiality applies regardless of the form and format in which Information is received, including physical, digital, electronic or otherwise.
6.6. The parties are otherwise obliged to handle all Information in all respects with due care and loyalty and with respect for the interests of the other party. A Party is obliged to follow the other Party's instructions in relation to the handling of Information, including when using electronic media.
6.7. All Information must be returned immediately at the request of a Party and no later than upon termination of the cooperation, except for such immediately inaccessible copies that may be stored in cache, backup, etc.
6.8. The parties agree that this non-disclosure and confidentiality term is unlimited in time.
7. Rights and security
7.1. Propbinder owns at all times all intellectual property rights to the Platform with all modifications, including all copyright and trademark rights. This also applies to all intellectual property rights created during the period in which the Customer uses the Platform or which are created specifically for the Customer.
7.2. The Customer owns all its own data processed in the Platform.
7.2. The Customer only has a non-exclusive right to use the Platform under the conditions set out by Propbinder in these Terms of Use and as stated in the Agreement.
7.3. Propbinder observes general high industry standards for data security and protection against hacker attacks etc. However, Propbinder does not guarantee that hacker attacks or other forms of attack and unauthorized access to the Platform and the user account cannot occur. Propbinder is not liable for attacks and unauthorized access and can therefore not be held liable for any unauthorized access to the user account or the Customer's information in general.
8. Privacy policy
8.1. Propbinder and the Customer have entered into a separate data processing agreement regarding Propbinder's processing of personal data for the Customer and its users.
8.2. Propbinder's current Privacy Policy is available on Propbinder's website: www.propbinder.com/privatliv/privatlivspolitik.
8.3. The Platform requires the use of cookies, which are small text files that are stored by the User's web browser when using websites, including when using the Platform. The User can control how websites use cookies by configuring the web browser settings. If cookies are completely disabled, the Platform may not function optimally, including that the web browser will not remember the login to the Account.
8.4. Propbinder regularly sends news material to the Customer. The Customer may at any time, free of charge, opt out of this both in connection with the submission of contact information to Propbinder and with each subsequent inquiry.
9. Uptime and support
9.1. Propbinder strives to ensure that the Platform is available to the Customer, but 100% uptime cannot be guaranteed.
9.2. If Propbinder has planned downtime in connection with updates, operational disruptions or similar, the Customer will be informed as early as possible. Placement will, as far as possible, take place at times which, in Propbinder's opinion, cause the least possible inconvenience to the Customer.
9.3. The Customer will not be compensated for downtime unless the uptime falls below 99% measured over 12 months. In that case, the Customer will be compensated by extending the subscription by one month free of charge. The calculation of Propbinder's uptime does not include downtime/uptime on integration solutions at or for third parties (including use of Propbinder's file loading solution) or references to third party websites or similar.
9.4. The Customer may receive remote support (hotline) free of charge for all questions regarding the operation and functionality of the Platform. The hotline includes access to e-mail and telephone support regarding questions about the operation and functionality of the Platform. The hotline does not give the Customer access to on-site support.
For Class 1 error types, i.e. a fatal error that prevents users from using essential functionality in the Platform, support is provided with a maximum response time of 2 hours on normal working days between 9.00-16.00, however, Friday 9.00-15.00.
For other error types (Class 2), i.e. errors that prevent users from using one or more less essential functions in the Platform, or questions about the operation and functionality of the Platform, support is provided with a maximum response time of 24 hours on normal working days between 9.00-16.00, but Friday between 9.00-15.00.
The response time runs from the time when Propbinder receives the Customer's error report and until Propbinder has started to solve the problem. Support is carried out via telephone, email or remote connection (team viewer). Bug fixes and any development thereof are commissioned the night after completion.
10. Breach of contract
10.1. In the event of material breach, Propbinder may terminate the Subscription Agreement at any time. Material breach is considered to include, but not limited to, misuse of Propbinder's services, misuse of the user account and non-payment of subscription, etc.
10.2, In case of suspected misuse of Propbinder's services or the user account, Propbinder may, after prior notice, temporarily suspend the user account, whereby the Customer will not have access until the possible misuse has been clarified.
11. Responsibility
11.1. The Platform is provided as a Software-as-a-Service solution. It is not considered a defect in the Platform if data displayed in the Platform is not updated as a result of unavailable data beyond Propbinder's control. The Platform does not include integration solutions with or for third parties (including use of Propbinder's file loading solution) or references to third party websites etc. and Propbinder is not responsible for this.
11.2. Propbinder is not liable for errors in the Platform, for the Customer's use or for any losses that the Customer may incur in connection with the use of the Platform, including damage to the Customer's hardware, loss of data, or other breaches of data security, etc. Propbinder is not liable for any direct or indirect loss or consequential damage, including operating losses and any claims from third parties arising from the use of the Platform, delays or the Customer's inability to use the Platform.
11.3. Propbinder shall only be liable for product liability in accordance with the mandatory rules of the Danish Product Liability Act. Any liability for product damage on any other basis is hereby expressly disclaimed. Any use of the Platform is at the Customer's own risk.
11.4. Propbinder is not liable for any damage to the Customer's hardware or other property, regardless of whether the damage is caused by a virus or similar, which is due to the Customer's access to and use of the Platform.
11.6. In the relationship between Propbinder and the Customer, Propbinder shall not be liable to the Customer for any losses incurred by the Customer as a result of a breach of Regulation (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016 (General Data Protection Regulation) and the Data Protection Act when using the Platform.
12. Transfer of ownership
12.1. Propbinder is entitled to transfer all rights to and obligations towards the Customer to a group company or third party.
12.2. The Customer accepts that Propbinder is entitled to use subcontractors in all matters, including for the execution and operation of the Platform and for the storage of the Customer's data and other types of data.
13. Dispute resolution
13.1. Any dispute between the Customer and Propbinder that cannot be resolved by negotiation shall be settled in accordance with Danish law, with Propbinder's registered office as the legal venue.
Valid from February 1, 2025
