Licensbetingelser

Subscription Service Agreement, 52LEASING

Valid as of Dec 2025

1. This SSA and the Parties

1.1 This Subscription Service Agreement (“SSA”) governs the Subscriptions to 52LEASING and is a legally binding agreement between Fiftytwo Finance ApS (CVR no. 44495422), hereafter Fiftytwo Finance, and the Customer for user rights to 52LEASING. The Subscriptions may be purchased through an authorized Reseller.

1.2 When the Subscription is purchased from a Reseller, the SSA specifies the terms and conditions under which the Services of 52LEASING will be provided, while prices, payments, and other terms and services are specified in the separate agreement between Customer and Reseller. Fiftytwo Finance is not a party to such separate agreement. All Customer requests must be directed to the Reseller as the contracting party for purchase of the Subscriptions.

1.3 The SSA must be accepted with any purchase of Subscriptions to 52LEASING, and it comes into effect upon Customer’s acceptance or when starting using the service, whichever occurs first.

1.4 A Reseller, implementation partner, or other service provider accepting and implementing 52LEASING on behalf of a Customer must ascertain to have collected the Customer’s acceptance of this SSA or else, not proceed with the implementation.

1.5 The SSA shall also govern new versions and new functionalities provided with upgrades of 52LEASING. The terms of the SSA may be amended with new versions of 52LEASING and, upon renewals or purchase of new Subscriptions the then-current SSA shall apply.

2. Definitions

2.1 ”52LEASING” means the Fiftytwo Finance software for management of leasing, loan, rental and administration agreements offered as a subscription service.

2.2 “Confidential Information” has the meaning set forth in clause 11.2.

2.3 “Consumption” means the Customer’s total number of ledgers, active agreements and active objects.

2.4 “Active agreements” are defined by the agreements status code being one of four: 1) Establishing, 2) Approved, 3) Active, 4) End of agreement.

2.5 “Active objects” are defined as objects that are not unregistered.

2.6 “Customer” means the subscriber to the Service.

2.7 “Customer Data” means the data and other content collected or generated during the Customer’s use of the Service.

2.8 “Intellectual Property Rights” means all intellectual property rights globally, whether registered or unregistered, including copyright, database rights, and rights in design, patents, trademarks, and as well as trade secrets, knowhow, technical information, goodwill and all other categories of industrial and all other similar property rights and all applications and right to apply for registration or protection of any of the foregoing.

2.9 “Party”/”Parties” means Fiftytwo Finance and the Customer individually and collectively.

2.10 “Reseller” means any company approved by Fiftytwo Finance to resell, implement and support 52LEASING..

2.11 ”Service” means the right to access and use 52LEASING

2.12 “Solution” means the Customer’s implementation of the Service into the Customer’s IT environment and the Customer’s choice of functions and features under the Subscription.

2.13 “Subscriber Information” means information regarding the Customer received by Fiftytwo Finance for providing user rights under the Subscription.

2.14 “Subscription” means purchase of the Service for a Subscription Period against a Subscription Fee with automatic renewals unless unsubscribed or otherwise terminated.

2.15 “Subscription Fee” means the Customer’s payment for continuously use of the Service.

2.16 “Subscription Period” means the binding period for the Customer’s Subscription to the Service.

2.17 “SSA” means this subscription service agreement.

2.18 ”Support Service” means service offered by Fiftytwo Finance in form of Third level Support (error detection in the services requiring developer-level engagement).

2.19 “Territories” means Denmark,

2.20 ”Third-Party Software” means software and services which are not Fiftytwo Finance created software and services, including third party platform services applied for usage for 52LEASING.

2.21 Expressions such as “including” and similar expressions, means “including but not limited to”. References to “days” shall mean calendar days.

3. 52LEASING

3.1 52LEASING is a standard generic software with optional standard settings of functionalities, and Fiftytwo Finance may introduce extended versions and/or additional applications for purchase against additional Subscription Fees.

3.2 52LEASING is offered as a software-as-a-service application operated on either Microsoft Business Central Online or Microsoft Business Central on-prem and hosted on either the Customer’s Microsoft Business Central Online tenant, or in customers own on-prem infrastructure. Fiftytwo Finance will maintain and amend 52LEASING to meet the requirements to operate on Microsoft Business Central Online as the target delivery platform, and the Customer must subscribe for Microsoft Business Central Online or on-prem versions and comply with the always current Microsoft license terms and upgrade policies in order to use the Service.

3.3 The Services available with 52LEASING is designed for countries and set of business practices and laws certified by Fiftytwo Finance. It is the Customers risk and responsibility to ensure 52LEASING is fit for purpose.

3.4 52LEASING is made available with options of technical settings and configurations for integration which may not be circumvent by the Customer or its implementation partners.

4. The Subscription and the Service

4.1 The Customer has agreed to subscribe for the Service, and Fiftytwo Finance makes the Service available to the Customer granting a limited, non-exclusive, and non-transferable right to access and use 52LEASING in the Territories pursuant to this SSA for each Subscription Period.

4.2 The Customer must Subscribe to a Subscription for one 52LEASING Core License for each managed lease contract and the Subscription must be maintained as long as the Customer applies the Service.

4.3 Fiftytwo Finance provides Support Services, cf. clause 8. Fiftytwo Finance does not offer customized services but may include Customer requested functionalities into the general offering of 52LEASING.

4.4 52LEASING is a standard generic software, and the Service will perform as presented in accordance with good industry practice for hosting a professional internet-based software as a service under normal use and circumstances. Otherwise, the Service is provided “as-is” without any specific or implied warranties of any kind, and the Subscription is not contingent on the delivery of any future functionality or feature, unless otherwise agreed in writing by Fiftytwo Finance. Annual audit under ISAE3402 is performed relating to 52LEASING Software Services.

4.5 Reseller is not authorized to make any changes to this SSA or bind Fiftytwo Finance to any additional or different terms or conditions. Fiftytwo Finance does not take any responsibility for the adaptations, extensions or integrations made by the Customer or its implementation partner, nor for the interoperability with Customer’s other Third-Party Software.

5. Subscription Periods

5.1 The Subscription Period shall be agreed between the Customer and the Reseller according to the conditions agreed between the Reseller and Fiftytwo Finance. If a Subscription Period is not defined, it shall be deemed to cover a period equal to the pre-payments received by Fiftytwo Finance for the Customer’s Subscription. At the end of a term, the Subscription will automatically renew for an additional Subscription Period, or longer periods when agreed with the Reseller, unless the Subscription is terminated in accordance with the terms of this SSA.

5.2 The Subscription Period is initiated upon activation of Fiftytwo Finance. The Subscription Periods are binding for both the Customer and Fiftytwo Finance, meaning the Service and this SSA cannot be terminated with effect during a Subscription Period, unless in case of cause for termination, cf. clauses 16 and 19.

6. Prices and Payment Terms

6.1 The price on 52LEASING is based on the modules, functions and features the Customer requires in combination with the number of active agreements and active objects managed in 52LEASING each month.

6.2 Fiftytwo Finance issues a 52LEASING price list, that lists all modules, functions, features, other services and the related prices including how they are applied to any given installation.

6.3 The 52LEASING price list may be updated at any time and at Fiftytwo Finance’ discretion giving one month’s notice. Further, the pricing list is yearly adjusted in accordance with the Standardized index of average earnings in Corporations and organizations for IT and information service activities.

6.4 The Subscription Fee is calculated based on the Customers number of currently active agreements, as defined in 6.1 and objects registered at the time of invoicing and the installed and activated 52LEASING modules, functions and features according to the at any time valid 52LEASING price list.

6.5 Fiftytwo Finance automatically report Subscriber statistics on Consumption and other measures in 52LEASING in the Customer’s tenant, sending data to a central subscription administration service owned by Fiftytwo Finance. Fiftytwo Finance have the right to use this information e.g. to calculate the recurring Subscription Fee or any other statistical purposes. Fiftytwo Finance will share the reports with the Reseller of the Customer purchase.

6.6 The Customer is invoiced monthly, or another agreed invoicing period, by their selected 52LEASING Reseller, and all payments are made to the Reseller. The Customer is obligated to pay Subscription Fees for the entire Subscription Period, and Subscription Fees are non-refundable by Fiftytwo Finance.

7. New Versions, Updates and Upgrades

7.1 Fiftytwo Finance provides new versions, updates, and upgrades at its discretion and this may include amendments to the user interface and changes of functions and functionalities, while Fiftytwo Finance will not materially degrade the overall functionality of the Service.

7.2 New product versions will, to the extent possible, ensure compliance with the law as described in 3.3 and compatibility with Microsoft Business Central Online as well as other third-party products that 52LEASING integrates with.

7.3 Fiftytwo Finance will publish new versions to Microsoft Business Central Online without prior notice to the Customer. New versions of on-prem versions of 52LEASING are issued by Reseller upon request from Customer and invoiced according to the valid price list.

7.4 Access to version updates and upgrades is available at Microsoft AppSource.

7.5 The Customer must comply with Microsoft license terms and upgrade policy.

8. Support Services

8.1 In case of errors or defaults, the Customer must contact its Reseller for Support Services who will evaluate the level of support required and direct issues of third level support to Fiftytwo Finance. If a default is proven to be caused by other issues than errors or defaults in the Service, Fiftytwo Finance is entitled to invoice Customer for its Support Services.

9. Customer’s Obligations and Restrictions

9.1 The Customer is responsible for the activities that occur on its Solution, and all security, both physical and digital within the Customer’s IT environment. The Customer is responsible for all IT installations required to connect to the Service

9.2 The Customer shall (a) ensure that the Service is used only in accordance with ordinary use and its intended purpose and with the terms of this SSA, and ensure that its users are instructed accordingly, (b) prevent unauthorized access or use to the Solution and Service, and (c) prevent the Customer and/or its users from using the Service in a manner which could in any way harm Fiftytwo Finance’s name, reputation, or goodwill, or in a manner which violates applicable laws or regulations.

9.3 In the event that Fiftytwo Finance incurs liability to a third party due to the Customer’s actions, omissions, or data, the Customer shall indemnify Fiftytwo Finance for all third-party claims, penalties, and reasonable costs.

9.4 Subject to applicable laws and the provisions of the SSA, the Customer may not i) copy, publish, distribute, or otherwise make the Service available for others to copy, ii) amend, improve, modify or further develop the Service or any part hereof, iii) implement the Service or any party thereof into other software, platforms or solutions not approved by Fiftytwo Finance, iv) create derivative works based on the Service or any features or functions therein, or iv) make or perform any form of reverse engineering, decompiling or disassembly of the Service and/or 52LEASING.

10. Customer’s Data

10.1 Customer Data will be stored into Customer’s own tenant within Microsoft Business Central Online, or in Customers Business Central on-prem version in Customers own infrastructure. The Service includes an API for the Customer to transmit, in a structured format, defined categories of Customer’s Data into other Customer applied systems.

10.2 Fiftytwo Finance does not have access to the Customer’s Data .

10.3 The Customer is responsible for the accuracy, quality, and legality of the Customer Data and the means by which the Customer Data are acquired, transmitted, and stored on behalf of the Customer in connection with or relating to the Service.

10.4 The Customer guarantees that material and data uploaded to its Solution for using 52LEASING do not infringe third-party rights and do not contain material that may be offensive or violate applicable laws.

11. Confidentiality

11.1 A Party shall treat as confidential all Confidential Information of the other Party received pursuant to this Agreement. A Party shall not use the other Party’s Confidential Information for any purpose other than for the purpose of this Agreement, and a Party shall not without the other Party’s written consent, disclose the other Party’s Confidential Information to any person except to such employees and/or agents and/or contractors, who are bound by confidentiality, and who need to know for purpose of the Agreement.

11.2 The term “Confidential Information” includes information specifically designated as confidential or that would be understood to be confidential or proprietary by a reasonable person. As to Customer, Confidential Information includes login credentials for accessing the Services, and Customer Data. As to Fiftytwo Finance, Confidential Information includes the features and functions of the Services that are not available to the general public via the public internet, including screen shots of the same, future product plans, any software documentation or specifications provided to Customer and the terms of this SSA.

11.3 The Confidential Information shall not include any information which (a) is in or enters the public domain other than by a breach of this Agreement; (b) was in the lawful possession of the Party prior to the disclosure; and (c) is legally transmitted or disclosed by a third party without restrictions on disclosure. The Party shall have the right to disclose the other Party’s Confidential Information to the extent such disclosure is required under statutory requirements or orders from the courts or public authorities, provided the Party notifies the other Party before disclosing the Confidential Information, unless prohibited under applicable regulation or the court order.

11.4 Either Party shall upon termination of the Agreement immediately return or destroy all Confidential Information belonging to the other Party together with any property of the other Party being in the Party’s possession or under its control. A Party shall not retain documents or materials in any form of the other Party’s Confidential Information, except that a Party shall be entitled to keep, for its records, one electronic record for archival purposes to document its performance under the Agreement. The duty to return or destroy Confidential Information shall not apply to copies of electronically exchanged Confidential Information made as a matter of routine information technology backup, provided that such Confidential Information or copies thereof, shall be subject to an indefinite confidentiality obligation according to the terms and conditions set forth herein and shall be deleted in accordance with the routine deletion of technology backup.

12. Data Privacy

12.1 The Customer is responsible for providing privacy notices to its users of the Services, and to provide and offer documentation and data subject rights, and to fulfil such other requirements as required under the GDPR and national regulation.

12.2 If the Customer asserts a potentially unlawful instruction to Fiftytwo Finance to perform an act or omission, Fiftytwo Finance may deny to follow the instruction and if Fiftytwo Finance, without knowing that the instruction is unlawful, follows such instruction, Fiftytwo Finance shall not incur liability towards the Customer, and the Customer shall indemnify and hold harmless Fiftytwo Finance for any claim asserted by third parties arising or resulting from the instruction of the Customer.

13. Disclaimers

13.1 Except as expressly provided in this SSA, Fiftytwo Finance does not make any representations or warranties of any kind, whether express, implied (either in fact or by operation of law), statutory or otherwise, and Fiftytwo Finance specifically disclaims all implied warranties, including any warranties of merchantability, fitness for a particular purpose, qualifications, accuracy, title and non-infringement to the maximum extent permitted by applicable law. Fiftytwo Finance disclaims all liability and indemnification obligations for any harm or damages caused by any third-party hosting providers.

13.2 Fiftytwo Finance does not warrant the Services against breakdowns, bugs, malfunctions or incidents of cyberattack. No warranty is made regarding the results of usage of the Services or that it will be accurate or operate without interruptions or error, nor that the functionality of the Services will meet the requirements of the Customer.

13.3 The Services is a standard software solution, and Fiftytwo Finance disclaims all liability for errors, loss, or damaged occurred as a result of the Customer’s use of the Services caused by event or actions which are not in compliance with Fiftytwo Finance’s instructions, including if caused by lack of training of Customer’s personnel, lack of functionality due to Customer’s use of other software or hardware which impact on the Services, or changes to remedial actions instructed by Fiftytwo Finance.

13.4 Fiftytwo Finance does not accept any liability for the content of the Customer’s Data. The Service and 52LEASING must be applied for its intended purpose and ordinary usage, and Fiftytwo Finance does not warrant nor shall incur liability for the Customer’s use or the results generated from such use or consequences thereof. It is the sole responsibility of the Customer to verify and monitor its use of and/or results of using the Service, including against compliance with Customer’s obligations, contracts, laws, rules, or regulations in the jurisdictions applicable to the Customer and its users.

13.5 Fiftytwo Finance does not warrant, and Fiftytwo Finance disclaims all liabilities for, the Customer’s or its implementation partner or other agent’s use of Third Party Software and any results, functionality, compatibility, and reliability when implemented, integrated or interoperated with the Service.

13.6 Fiftytwo Finance does not warrant, and Fiftytwo Finance disclaims all liability for, availability, security, or functionality of the Customer’s IT systems and set-up, or data entries. The burden is upon the Customer to prove that a loss suffered by the Customer cannot be attributed to Third Party Software or Customer’s other IT systems, set-up, data entries, acts or omissions.

13.7 Fiftytwo Finance’s duty of remedy shall not cover defects caused by fault in installations, integrations and maintenance of Customer’s IT environment, nor any fault in services not performed by Fiftytwo Finance

13.8 Fiftytwo Finance does not accept any liability for any inaccessibility or service disruption caused by outages of Microsoft Business Central Online, any other 3rd party services or Customers own infrastructure.

14. Fiftytwo Finance’s Intellectual Property Rights

14.1 All Intellectual Property Rights and title to the Service and 52LEASING shall remain with Fiftytwo Finance and/or its licensors and subcontractors. These rights and titles include all software, documentation, technology, architecture, knowhow, developments, and future versions. Fiftytwo Finance does not make software codes available to customers.

14.2 Except for the limited access and use rights expressly granted with the Service, the Customer is not granted any other rights, including Intellectual Property Rights. The Customer shall notify Fiftytwo Finance of any current or potential violation of Fiftytwo Finance’s Intellectual Property Rights or unauthorized use of the Service of which the Customer becomes aware.

14.3 The Customer grants to Fiftytwo Finance a royalty-free, worldwide irrevocable, perpetual, sublicensable and transferable license to copy, display, modify, distribute, create derivative works of, use, and incorporate into the Service any suggestions, recommendations, or other feedback provided by the Customer to Fiftytwo Finance with respect to the Service.

14.4 The Customer is not allowed to remove any proprietary marks or copyright notices from the Service.

14.5 The Customer, or any contractual partners of the Customer, are not allowed to manipulate source code owned by Fiftytwo Finance.

15. Third-Party Software

15.1 With the Service, Fiftytwo Finance does not provide the Customer with any licenses or right of use to Third-Party Software, copyrights, patents or other intellectual property rights held by a third party. The Customer must, at the Customer’s own expense, license and maintain any such licenses from third parties which are required for the Customer’s usage of the Service including, but not limited to, licenses to Microsoft Business Central and other Microsoft services.

15.2 Provided the Customer complies with the procedures in this clause 15.2, Fiftytwo Finance shall defend the Customer against third-party claims alleging that the use of the Service infringes a patent, copyright, or trademark of the third party or misappropriates such party’s trade secrets (in this paragraph a “Claim”), provided that such infringement is caused solely by the Service as offered by Fiftytwo Finance and/or by its use in accordance with the applicable instructions from Fiftytwo Finance. Fiftytwo Finance shall have no obligations for any and all Claims where the alleged infringement is arising from the combination of the Services with Third-Party Software or Customers Data or any Customer provided item, cf. clause 15.1, including any interoperations, alterations, or integration of software and hardware which is made to the Services and performed by others than Fiftytwo Finance. Promptly upon receiving notice of a Claim, the Customer shall give Fiftytwo Finance a written notice of the Claim and give Fiftytwo Finance sole control of the defense and settlement of the Claim, and the Customer shall provide all reasonable assistance in the defense or settlement of such Claim. Fiftytwo Finance shall pay damages, and all reasonable costs, finally awarded against Customer by a court of competent jurisdiction or an arbitrator or agreed to in a written settlement agreement signed by Fiftytwo Finance in connection with such Claims (provided that Fiftytwo Finance cannot, without the Customer’s prior written approval, make any admissions of fact that expose the Customer to an imposition of damages or other claims). Fiftytwo Finance may, at its own expense and option, offer to either i) secure rights of use for the benefit of the Customer, or ii) replace or modify the Service with a non-infringing substitute, or iii) terminate the right to use the Service and refund any prepaid, unused fees to the remaining part of the Subscription Period following the effective date of termination. This clause 15.2 states Fiftytwo Finance’s entire liability and Customer’s exclusive remedy for any claim of intellectual property infringement.

16. Remedies

16.1 Following access to the Service and integrations into Customer’s IT environment, the Customer must review and test the Service and notify the Reseller immediately on any defects. During the Subscription Period, the Customer must notify the Reseller , in writing of any claim of errors or defects as soon as convenient.

16.2 Fiftytwo Finance shall remedy errors and defects in the Service with providing a new version update, cf. Clause 7. A defect in the Service shall be deemed material only if it has effect on the functionality of the Service or if it prevents the operation of the Service as a whole. New product versions are always delivered as enhancements to the most recently released product version only.

16.3 Customers sole and exclusive remedy and Fiftytwo Finance’s entire liability for a material default shall be as follows (i) Fiftytwo Finance shall correct the default in the Service so that it in all material and reasonable aspects performs with the same or similar functionality reasonably to be expected for the Service (including through workarounds) and, (ii) if Fiftytwo Finance is unable to correct the default within a commercially reasonable time considering the impact of the material default, the Customer and/or Fiftytwo Finance shall be entitled with a written notice to terminate the Service and the Subscription and the Customer shall receive a refund of any prepaid, unused Subscription Fees applicable to the remaining portion of the Subscription Period following the effective date of termination.

16.4 The provisions of this clause 16 constitute the Customer’s sole remedies in the event of an error or default in the Service.

17. Limitation of Liability

17.1 Fiftytwo Finance shall only be liable under Danish laws for loss or damage if it is proven that the loss or damage is foreseeable and due to liable acts or omissions of Fiftytwo Finance in connection with the performance of its duties under this SSA. The provisions of this clause 17 with its limitations and exclusions are in effect to the maximum extent permitted by applicable law.

17.2 In no event shall Fiftytwo Finance be liable for any indirect, special, incidental, consequential, reliance, or punitive damages or loss, including but not limited to loss of profits, revenue, savings, time, or loss as a consequence of any other kind of business interruption or results from using the Services under any theory of recovery, including liability arising by way of indemnity, in contract or in tort, product liability or otherwise, and whether or not Fiftytwo Finance has been advised of the possibility of such loss or damage.

17.3 The maximum aggregate liability of Fiftytwo Finance, upon any and all claims whatsoever, arising out of this SSA or the Service, regardless of the forum and regardless of whether any action or claim is based on contract, tort, or otherwise, except in the case of gross negligence or willful misconduct by Fiftytwo Finance, shall not exceed but in any event be limited to the maximum equal to the related Subscription Fee paid by the Customer for a period of three (3) months preceding the event causing the claim.

17.4 Fiftytwo Finance excludes any liability in relation to faults in or loss or damage of data or records of data or other information, unless this is due to the gross negligence or wilful misconduct of Fiftytwo Finance.

17.5 Fiftytwo Finance assumes product liability only to the extent that the product liability may not be contractually waived but disclaims product liability on any other basis. The exclusions and limitations stated in this clause 17 shall also apply to any product liability. For any liability exceeding the maximum sum, cf. clause 17.3, incurred by Fiftytwo Finance towards third parties for Customer’s use of the Service, the Customer must indemnify Fiftytwo Finance.

18. Force Majeure Events

18.1 Fiftytwo Finance shall not be liable to the Customer for delay or non-performance of its obligation or loss or damages if caused by an event which is unforeseeable, beyond the control of Fiftytwo Finance, and cannot be remedied by the exercise of commercially reasonable efforts (“Force Majeure”). Force Majeure shall include, without limitations acts of God, perils of the sea or air, fire, flood, drought, explosion, terror, sabotage, and shall for this SSA be deemed to include cybersecurity attacks, events of failure or delay in computer, tele-communications, internet service provider or hosting facility involving hardware, software, or power systems not within the Fiftytwo Finance’s possession or reasonable control. Fiftytwo Finance shall be relieved from its obligations (or part thereof) as long as performance is hindered due to Force Majeure.

19. Termination

19.1 A Party may terminate a Subscription with a written notice of six (6) months, however, not to take effect prior to the end of a pre-paid Subscription Period. For Customer’s termination of a Subscription, the termination period will be initiated upon Fiftytwo Finance’s confirmation of receipt of the termination notice. The Customer may also terminate according to Clauses 16 of this SSA in case of a material default in the Service.

19.2 Fiftytwo Finance will not be liable for any refunds of Subscription Fees, unless otherwise stated in the terms of this SSA.

19.3 The Customer may terminate the Subscription if a material change to the terms and conditions of the SSA to the detriment of the Customer comes into force and, if the Customer is not in breach of the SSA, Fiftytwo Finance will refund a pro-rate portion of the Subscription Fees for the remaining unused period of the Service. Notice of termination shall be delivered to the Reseller, and the notice must be provided before the amended terms take effect. If the Subscription is terminated, all access rights to the Service is terminated, and the Customer must cease using the Service and 52LEASING.

19.4 The obligations of the Parties under this SSA that by their nature would continue beyond termination of the Subscription (including but not limited to use restrictions, liability limitations, confidentiality, Intellectual Property Rights, choice of laws and venue) shall survive and continue to be in effect after a termination of the Subscription.

20. Termination for Customer’s Breach

20.1 In the event that the Customer is in material breach of the terms of this SSA, and the Customer has not remedied within seven (7) days following receipt of written notice, Fiftytwo Finance may, at its discretion, suspend or terminate the Service to the Customer.

20.2 Defaults in Customer’s security requirements required for use of the Service shall always be deemed a material breach.

20.3 Defaults in payments due to Fiftytwo Finance shall always be deemed a material breach of Customer, even if caused by the default of a Reseller to process payments for Customer’s Subscription. For defaults in payments, Fiftytwo Finance will provide a ten (10) calendar days written notice to the Customer and its Reseller prior to suspension of access to the Service or termination of the Subscription.

20.4 Suspension or termination of the Service will not relieve the Customer of its payment obligation.

20.5 Fiftytwo Finance has the right to invoice a fee of DKK onehundred (DKK 100) for each payment notice.

20.6 Notwithstanding the above, Fiftytwo Finance may at its discretion suspend or terminate the Service immediately, without notice, in case of the Customer’s misuse of the Service or 52LEASING, including for unlawful acts or omissions, abuse, misappropriation or infringement of the rights of Fiftytwo Finance or third parties. Fiftytwo Finance shall be entitled to claim damages in accordance with the general principles of Danish laws.

21. Marketing

21.1 The Customer grants Fiftytwo Finance a non-transferable, limited, and revocable license to include the Customer’s name and logo in Fiftytwo Finance’s marketing material.

22. Restriction on Assignments

22.1 The Subscription is available for the legal entity of the Customer, and only employees or agents (the legitimate users) of the Customer may access the Service for the Customer’s usage. The Service is non-transferable, and the Customer may not assign, sell, sub-license, rent, lease, lend or make available the Service to third parties without a prior written agreement with Fiftytwo Finance. Any assignment or transfer in violation of this clause 22.1 is void.

22.2 Fiftytwo Finance may assign this SSA and its performance of Service and Subscriptions to an affiliate or a successor to all or substantially all of the business or assets to which the SSA relates, whether by sale of assets, merger, reorganization, a change of control or otherwise.

23. Laws and Venue

23.1 This Service and the SSA is governed by Danish laws and regulations and shall be construed and enforced in accordance with these laws and regulations, excluding its choice of law rules. The Regulation (EU) 2016/679 on GDPR takes direct effect into Danish law.

23.2 Any dispute, claim, or controversy arising out of or in connection with the Service and/or the SSA, including its existence, validity, or termination, which cannot be solved amicably, shall be finally settled before the Danish Institute of Arbitration in accordance with its Rules of Arbitration. The seat of the arbitration shall be in Copenhagen, Denmark, and the proceeding shall be conducted in the English language, unless otherwise agreed by the Parties. For any disputes with a total value of claims not exceeding DKK one (1) million, the tribunal shall consist of one sole arbitrator appoint under the Rules of Arbitration. All proceedings, judgements and awards shall be confidential. The judgement on awards may be enforced in any court having jurisdiction over the Party against whom the judgement is sought enforced.

23.3 Notwithstanding the above, each Party acknowledges that due to the nature of the SSA and the Service, any actual or threatened breach of the SSA or any unauthorized use of the Service and/or 52LEASING, may cause immediate and/or irreparable injury or harm and, therefore, a Party shall be entitled to seek injunctive relief in any jurisdiction to enforce its intellectual property rights.

24. Effective Date and Changes to the SSA Terms

24.1 This SSA regulates use rights to the Services based on current and newer versions of the 52LEASING. Fiftytwo Finance may amend and modify the terms and conditions pursuant to this SSA with the release of any new version of 52LEASING, cf. clause 19.3.

24.2 The current SSA is always available upon request and will be made available online by Reseller.