Terms & Conditions

1. General Description

Introduction

These Terms and Conditions ("Agreement") is a legal agreement between you and Awaio AB, a Swedish company ("Awaio"), which guides your use of and access to Awaio's software platform made available through the application ("Application"). If you don't want to be bound by this Agreement, please do not access or use the Application. Awaio may terminate, without notice, your access to the Application for failure to comply with this Agreement. By creating an account in the Application, you accept this Agreement and agree to be bound by each of its terms. This Agreement is binding and enforceable against you. The services within the Application is mainly intended for use by businesses and organizations and not for consumer purposes. By accepting this agreement, you warrant that you act on behalf of an entity. You have read and understand Awaio's Privacy Policy, the terms of which are posted at our website and incorporated herein by reference (the "Privacy Policy").

The application is a workplace management platform that enables companies to support hybrid and flexible ways of working. Through this platform, companies can make workplaces and workspace services available to their office community, including meeting and conference rooms, lockers, work desks, furniture, and other similar resources that can be booked by invited and registered users.

2. Purpose

The purpose of this Agreement is to explain the terms and conditions under which Awaio will let you use the Application through your mobile device (the "Purpose"). As also mentioned in other parts of this Agreement, Awaio does not have any control over any of the workspace communities or other third parties, and therefore is not liable or responsible for any actions taken or supposed to be taken by any such third party.

3. The Awaio Workplace App

Registration

To use the booking service and the features provided through the Application, you must complete a registration process to create an account with Awaio ("Account") and become a user/guest. By creating your account, you will have access to the Application during the Term (as defined below) solely for the Purpose. Creating your Account will enable you to easily access offices and workplaces in the community where you have been invited, and book various available Office resources as determined by the Company/Community that invited you as a user. You will also be able to view your previous bookings and edit your personal preferences. To create your Account, you must provide personal information, which includes, but is not limited to, your name, and contact information such as your email address. Awaio's storage and use of the personal information you provide when registering for an Account and/or using the Application is outlined in the Privacy Policy.

Support

Awaio offers support via the support center that you reach on the Website awaio.com. Please check on the Website awaio.com for information on the support center's opening hours.

Service disruptions

If you detect a technical error or other error in the Application, you can report the problem through the Website awaio.com.

4. Conditions of Use

Certain responsibilities

It is your responsibility to make sure that all information provided by you to Awaio is current, accurate, and complete, and that you will maintain the accuracy and completeness of this information going forward. It is also your responsibility to protect your Account information as it should be kept strictly confidential.

Certain Restrictions

Awaio does its best to keep the Application safe and secure but need your help to do it by not violating or attempting to violate the security of the Application. Except as expressly permitted under other parts of this Agreement, you may not modify, reproduce, duplicate, copy, publish or create derivative works of:

• a) any portion of the Application, any content, photographs, descriptions, software, image or other information or any data taken therefrom (collectively, "Content").
• b) any information or materials retrieved from either of them, which includes graphics and logos, presentations, in whole or in part.

Furthermore, you may not use the Application for any purpose that:

• c) invades any person's or entity's privacy or other rights;
• d) misidentifies you or impersonates any person or entity, including, without limitation, any employee or representative of Awaio; or
• e) could otherwise reasonably be deemed or viewed to be unethical, illegal or offensive.

Your responsibilities

By placing a booking you are automatically bound to any rules set forth by the Company hosting the community.

Awaio rights

Awaio has the right to at any time suspend a user or terminate the user's account and access to the Application if the user violates this Agreement or uses the Application in a way that is harmful to Awaio or any third party.

5. Content

Third party content

The Application contain and/or provide access to content provided by the Company hosting the community and other third parties, including, workplace information, Office maps, photographs, graphics information ("Third Party Content").

Information accuracy

The third party that any Third Party Content originates from is solely responsible for it, and Awaio does not and cannot review all Third Party Content made available through any part of the Application. As such, Awaio cannot guarantee the correctness of any Third Party Content or fitness for use of any information posted on via the Application. In no event shall Awaio be liable for any damages arising out of your use of the Application, or for any loss or damage of any kind incurred as a result of any Third Party Content or offers. Awaio cannot guarantee that the Application, including the Content, will be uninterrupted or error free. Awaio cannot be held responsible for if the Application is down or if any Content, information or functionality does not work as expected.

Intellectual property

For purpose of clarity between you and Awaio, you are the sole owner of all information and content entered into the Application or otherwise posted by you. Awaio is the sole owner of the name "Awaio" as well as the Application, and all source code, software, content and other intellectual property related to it or included in it. All suggestions and recommendations from you to Awaio regarding the Application are, upon submission to Awaio, owned by Awaio.

Copyright infringement

Awaio respects the intellectual property of others and asks you to do the same. You may not use the Application, the Content or any other materials from the Application in any manner that may infringe upon any copyright or other intellectual property right of Awaio or any third party.

6. Term and Termination

Term

This Agreement shall continue in full force until either: (i) Your Community that has invited you as a user terminate your Account, or (ii) Awaio terminates your access to the Application, with or without notice (the "Term"). When this Agreement is terminated, you no longer have access to the Application.

Termination of Account

For purposes of clarity, you are entitled to terminate your Awaio account at any time. Choose "Delete account" or any corresponding function in the Application or contact Awaio. Awaio will then delete or anonymize any personal information that can be attributed to you, except for certain information that Awaio by law may have to save and archive.

7. Limitation of Liability

Notwithstanding anything written herein to the contrary, Awaio and you acknowledge and agree that Awaio will not be liable for any losses or damages, whether indirect, incidental, special or consequential, in profits, goods or services.

8. Miscellaneous

Force Majeure

Awaio shall not be liable to you for failure or delay in performing any obligations hereunder if such failure or delay is due to circumstances beyond its reasonable control.

Changes or updates of the Agreement

Awaio may change or update this Agreement from time to time, and any such change or update will be set in effect when posting the updated Agreement within the Application. When we make major changes to the Agreement, we will provide you with prior notice as appropriate under the circumstances, e.g., by displaying a notice within the Application or by sending you an email. If you do not agree to the changed Agreement, you have the right to terminate your Account before the changed Agreement come into force.

Termination of service

Awaio reserves the right to modify, suspend, or discontinue the Application without any notice at any time and without any liability to you.

Governing Law and Disputes

All disputes arising hereunder or in connection with this Agreement and/or the Application shall be resolved by the laws of Sweden and the District Court of Stockholm (sw. Stockholms tingsratt), Sweden, as first instance.

Awaio has the right to transfer its rights and obligations under this Agreement. Furthermore, Awaio has the right to hire subcontractors for the fulfillment of its obligations. In such cases is Awaio fully responsible for the work performed by the subcontractors.

If any part of this Agreement is held to be unenforceable or invalid for any reason, said part will be changed and interpreted to best accomplish its original intent and objectives. Any remaining parts will continue in full force.

9. Questions?

Should you have questions about these terms or wish to discuss any provisions, please contact us.

Awaio AB
Corp. ID: 559257-9832
Östra Storgatan 9
553 21 Jönköping, Sweden
hello@awaio.com

1. Introduction

1.1. These General Terms and Conditions ('General Terms and Conditions') apply to services and products supplied by Awaio.

2. Definitions

The following terms are defined as follows in the Contract:

'Apps'

the mobile Services(s) covered by the Contract, where applicable.

'Contract'

the contract signed by the Customer to gain access to the Services and the Products, including these General Terms and Conditions.

'Access Point'

where applicable, the point at which the Services is connected to a public electronic network.

'Documentation'

documentation supplied by Awaio for the Services and the Products. The documentation may be in printed form, in the form of a help section in the Services or be made available online or in some other way that is indicated by Awaio.

'Intellectual Property Rights'

all forms of intellectual property rights and industrial rights such as copyright, database rights, source code, patents and patentable inventions, registered and unregistered trademarks, know-how (whether it may in itself constitute a patentable invention or not), registered and unregistered designs or technical documentation concerning the Products or their production.

'Licence'

the right granted by Awaio to the Customer under the Contract to use the Services.

'Service'

the Software supplied by Awaio as a service online.

'Software'

the Services and, where applicable, the App.

'Staff'

persons who work under the supervision of the Customer and are requested by the Customer or their employer or client to use the Services.

'System User'

a person who has been assigned a role with certain authority in the Services.

'Services'

the service(s) described in the Service and Product Description.

'Service and Product Description'

the description of the Services and Products contained in the Contract or published from time to time on Awaio's website.

'Products'

the equipment described in the Service and Product Description.

3. Right of Use

3.1. The Customer obtains, through the Contract, a non-exclusive, non-transferable licence, which may not be sub-licensed or relicensed, except as explicitly stated in the Contract, and which is only valid during the term of the Contract, against the payment of the agreed fees, to (i) use the Services as a service online, and (ii) give its Staff the right to use the App in accordance with the special terms and conditions of use for the App, where applicable.

3.2. The Customer is only granted access to use the Services as a service online and is thus not entitled to install the Services (whether itself or through a third party) or to have the use of copies of the Services in any other way.

3.3. The Customer's right to use the Software is limited to what is explicitly stated in the Contract.

3.4. The Customer is not entitled to:

• a) use the Services for purposes other than the intended use under the Contract;
• b) decompile the Software or otherwise attempt to find out how the Software functions;
• c) hack the Software, introduce a virus, a Trojan horse or any other harmful or unwanted code (known as malware) in the Services or, by a disproportionate number of calls to the servers on which the Services is provided, aggravate or limit the use of the Services by third parties.

4. Support and Maintenance

4.1. Awaio develops and updates the Services and Products continually and provides support as stated in the Service and Product Description.

5. Intellectual Property Rights

5.1. All Intellectual Property Rights in the Software and Documentation belong to and remain with Awaio or its licensors.

5.2. The Customer retains all rights to data entered into the Services by the Customer or its Staff. The Customer grants Awaio a licence to use such data solely for the purpose of providing the Services.

5.3. The Customer shall not remove or alter any copyright notices, trademarks, or other proprietary notices in the Software or Documentation.

5.4. Awaio may use the Customer's name and logo as a reference in its marketing materials, unless the Customer objects in writing.

5.5. All rights not expressly granted to the Customer under the Contract are reserved by Awaio.

5.6. Upon termination of the Contract, the Customer's right to use the Software and Documentation ceases immediately, and the Customer shall delete any copies in its possession.

6. Infringement of Rights

6.1. Awaio shall indemnify and hold the Customer harmless against any third-party claims that the Services infringe any Intellectual Property Rights, provided the Customer promptly notifies Awaio in writing of such claim.

6.2. Awaio shall have sole control of the defence and settlement of any such claim. The Customer shall provide reasonable assistance at Awaio's expense.

6.3. If the Services are found to infringe, Awaio may, at its option, (i) obtain the right for the Customer to continue using the Services, (ii) modify the Services to make them non-infringing, or (iii) terminate the Contract and refund prepaid fees for the unused period.

6.4. Awaio shall have no liability for infringement claims arising from (i) modifications made by the Customer, (ii) use of the Services in combination with products not supplied by Awaio, or (iii) use of the Services other than in accordance with the Documentation.

7. Customer's Liability

7.1. The Customer is responsible for ensuring that its use of the Services complies with applicable laws and regulations.

7.2. The Customer shall ensure that its Staff comply with these General Terms and Conditions and the terms of use for the App.

7.3. The Customer is responsible for providing and maintaining its own devices, operating systems, and internet connections required to access the Services.

7.4. The Customer is responsible for the security and confidentiality of its data, including regular backups where applicable.

7.5. The Customer is responsible for all activity under its login credentials and shall keep such credentials confidential.

7.6. The Customer is liable for any damage caused to the Products resulting from improper use, installation not in accordance with Awaio's instructions, or failure to follow maintenance guidelines.

7.7. The Customer is responsible for the Access Point and all costs associated with it, including any network connections required to use the Services.

8. Interruption and Faults

8.1. Awaio shall use reasonable efforts to ensure that the Services are available 24 hours a day, 7 days a week, 365 days a year.

8.2. Awaio may carry out planned maintenance that may result in temporary interruptions to the Services. Awaio shall notify the Customer of planned maintenance in advance where reasonably possible.

8.3. Faults shall be classified as critical, major, or minor according to their impact on the Customer's use of the Services, as further described in the Service and Product Description.

8.4. Awaio shall use reasonable efforts to remedy faults in the Services within a timeframe appropriate to the severity of the fault.

8.5. Changes to the Services that may materially affect the Customer's use shall be notified at least 15 days in advance.

8.6. Products are covered by a hardware warranty period of 2 years from the date of delivery, unless otherwise stated in the Service and Product Description.

8.7. The warranty does not cover defects caused by misuse, unauthorized modifications, or failure to follow Awaio's installation and maintenance instructions.

8.8. Awaio's liability for interruptions and faults is limited as set out in the Limitation of Liability section below.

8.9. Awaio shall not be liable for interruptions or faults caused by circumstances outside its reasonable control, including but not limited to failures in the Customer's equipment, network, or Access Point.

9. Limitation of the Services

9.1. Awaio reserves the right to suspend the Customer's access to the Services if the Customer is in material breach of the Contract, including failure to pay fees when due.

9.2. Awaio may make changes to the Software from time to time to improve functionality, security, or performance. Such changes shall not materially reduce the overall functionality of the Services.

9.3. Awaio reserves the right to discontinue features or parts of the Services that are used by a negligible number of customers, provided that Awaio gives reasonable notice to affected customers.

10. The App

10.1. Awaio supplies the App, where applicable.

11. Payment

11.1. The Customer shall pay the fees set out in the Contract in accordance with the payment terms stated therein. All fees are exclusive of VAT unless otherwise stated.

11.2. If the Customer fails to pay any amount due under the Contract, Awaio reserves the right to suspend the Services and/or terminate the Contract in accordance with the Premature Termination section below.

12. Processing of Personal Data

12.1. Both parties shall comply with applicable data protection legislation, including the General Data Protection Regulation (EU) 2016/679 ("GDPR").

12.2. The Customer is the data controller for personal data processed through the Services. Awaio processes personal data on behalf of the Customer as a data processor.

12.3. The Customer is responsible for ensuring that it has the appropriate legal basis for the processing of personal data through the Services, including obtaining necessary consents from data subjects.

12.4. The parties shall enter into a separate Data Processing Agreement which sets out the scope, nature, and purpose of the processing, the types of personal data processed, and the obligations and rights of both parties.

13. Statistics and Anonymised Data

13.1. Awaio may anonymise and aggregate data generated through the Customer's use of the Services for the purpose of producing statistics and analytics.

13.2. Anonymised data shall not be capable of identifying the Customer, its Staff, or any individual. Awaio shall ensure that appropriate anonymisation techniques are applied.

13.3. Awaio may use anonymised and aggregated data for purposes including, but not limited to, improving the Services, benchmarking, and producing industry reports.

14. Confidentiality

14.1. Each party undertakes to keep confidential all information received from the other party that is designated as confidential or that, by its nature, should reasonably be considered confidential. This obligation shall remain in force for 3 years after the termination of the Contract.

14.2. If either party requires a more extensive confidentiality arrangement, the parties may enter into a separate non-disclosure agreement (NDA).

15. Premature Termination

15.1. Either party may terminate the Contract with immediate effect by written notice if the other party commits a material breach of the Contract and fails to remedy such breach within 30 days of receiving written notice specifying the breach.

15.2. Either party may terminate the Contract with immediate effect by written notice if the other party becomes insolvent, enters into liquidation, has a receiver appointed, or enters into any arrangement with its creditors.

15.3. Awaio may terminate the Contract if the Customer fails to pay any amount due under the Contract and such payment remains outstanding for more than 30 days after written notice of the overdue payment has been sent to the Customer.

16. Limitation of Liability

16.1. Awaio's total aggregate liability under or in connection with the Contract shall not exceed 30% of the total fees paid or payable by the Customer during the 12-month period immediately preceding the event giving rise to the claim, subject to a maximum of one price base amount as determined under the Swedish Social Insurance Code.

16.2. Neither party shall be liable to the other for any indirect, incidental, special, or consequential damages, including but not limited to loss of profits, loss of data, loss of business, or loss of anticipated savings, even if the party has been advised of the possibility of such damages.

16.3. Any claim under the Contract must be made in writing within 6 months of the date on which the claiming party became aware, or should reasonably have become aware, of the circumstances giving rise to the claim.

17. Force Majeure

17.1. Neither party shall be liable for any failure or delay in performing its obligations under the Contract if such failure or delay results from a force majeure event, including but not limited to natural disasters, war, terrorism, strikes, government actions, pandemics, or failures of third-party telecommunications or power supply.

17.2. The affected party shall promptly notify the other party in writing of the force majeure event and its expected duration.

17.3. If a force majeure event continues for more than 3 months, either party may terminate the Contract by written notice without liability to the other party.

18. General

18.1. Neither party may assign or transfer its rights or obligations under the Contract without the prior written consent of the other party, except that Awaio may assign the Contract to an affiliate or in connection with a merger, acquisition, or sale of all or substantially all of its assets.

18.2. All notices and other communications under the Contract shall be in writing and sent by email or registered mail to the addresses specified in the Contract.

18.3. Amendments to these General Terms and Conditions may be made by Awaio by giving the Customer at least 30 days' written notice. If the Customer does not accept the amendments, the Customer may terminate the Contract before the amendments take effect.

19. Disputes and Governing Law

19.1. The Contract shall be governed by and construed in accordance with the laws of Sweden, without regard to its conflict of law principles.

19.2. Any dispute arising out of or in connection with the Contract shall be finally settled by arbitration administered by the Stockholm Chamber of Commerce. The seat of arbitration shall be Jonkoping, Sweden. The language of the proceedings shall be Swedish, unless otherwise agreed by the parties.

20. Questions?

Should you have questions about these terms or wish to discuss any provisions, please contact us.

Awaio AB
Corp. ID: 559257-9832
Östra Storgatan 9
553 21 Jönköping, Sweden
hello@awaio.com