Appendix 1.1 - Terms and conditions for software-as-a-service

Version: 3.1

Publication date: January 1, 2026

Part of: Link Business / Enterprise Terms and Conditions

1. SCOPE

1.1.          This appendix provides special provisions for the Link Business and Link Enterprise with add-ons. The Supplier provides the Customer with the Link Business or Link Enterprise solution which is made available for the Customer as a Software-as-a-Service, subject to the Agreement, (the "SaaS Solution").

1.2.          These special provisions apply to all purchases of the SaaS Solution with add-ons, and all access, use or attempt thereof shall be made in accordance with this appendix. The priority of appendices is stated in the Master Agreement.

2. INTELLECTUAL PROPERTY RIGHTS AND LICENSE

2.1.          The Customer acknowledges and agrees that the Supplier and its licensors own all intellectual property rights to the SaaS Solution and its components. However, the Customer retains all rights to data inputted directly by the Customer or on the Customer's behalf for the purpose of using the SaaS Solution.

2.2.          The Supplier grants to the Customer a non-transferable, non-exclusive, revocable and time-bound license to use the SaaS Solution subject to this appendix and the Customer's payment of all applicable fees under the Agreement.

2.3.          The Customer is responsible for using the SaaS Solution, and the Customer's right to use the SaaS Solution, including the software within the SaaS Solution, is subject to the following restrictions and limitations, unless otherwise is expressly and invariably permitted under applicable law:

a)     The software is made available and to be used only as part of the SaaS Solution. Neither this appendix nor the General Terms grant the Customer any rights to access or use any parts of the software separately, including to install or uninstall it on the Customer's own equipment.

b)     The Customer agrees not to transfer, sublicense, lease, lend, or in any other way make available the SaaS Solution in whole or in part to any third-party.

c)     The Customer is only entitled to use the SaaS Solution for the purposes specified in the Agreement. For the avoidance of doubt, this means - amongst other things - that the Customer is only permitted to use the SaaS Solution for interchange of documents or data etc. where the Customer is either sender or recipient of the communication.

d)     The Customer is not entitled, neither independently nor through a third party, to perform load or penetration tests on the SaaS Solution or parts thereof without the Supplier's prior written consent.

e)     The Customer is not entitled to use the SaaS Solution for any unlawful purposes.

2.4.          Each Party (the Indemnifying Party) shall indemnify, defend, and hold harmless the other Party (the Indemnified Party) against any claims, litigation, or demands brought by a third party arising directly from:

a)     The Indemnifying Party’s negligence, breach of this Agreement, or willful misconduct; or

b)     The Indemnifying Party’s infringement of third-party intellectual property rights in connection with the SaaS Solution.

The Indemnified Party shall:
 

a)     Promptly notify the Indemnifying Party of the claim;

b)     Provide reasonable assistance in defending the claim, at the Indemnifying Party’s expense; and

c)     Not settle or compromise the claim without the Indemnifying Party’s prior written consent, which shall not be unreasonably withheld.

2.5.          This indemnity is subject to the limitations of liability outlined in Section 6.5 of Appendix 1

3. VOLUME AND LIMITATIONS

3.1.          In addition to the ordinary license price, the Customer shall pay a volume-based fee for use, based on the number of documents sent or received through the SaaS Solution. The price per document is as set out in the quote.

3.2.          The Customer can use the SaaS Solution in accordance with the pricing set out in the quote. When determining the consumption of documents, all processed documents are invoiced. In this connection, a processed document means the transmission or receipt of one document. A document is the limited data volume or data set which in one operation is received from or sent to one addressee, e.g. (but not limited to) an invoice, an order, an order confirmation, a covering letter, a transmission instruction, a control message or a letter (whether or not the document consists of more pages). For batched documents each document in the batch counts as one document.

3.3.          The Customer is entitled to use the SaaS solution to process documents, but the usage must fall within certain limitations as shown in the table below.

If the Customer's usage consistently exceeds the above thresholds, the Supplier reserves the right to contact the Customer to find a viable solution.

4. UPDATES AND MAINTENANCE

The Supplier makes new versions, releases, service packs, changes and error corrections of the software available to the Customer as they are released and as deemed appropriate by the Supplier. Updates will not be comprised by the conditions of the Agreement until after the date of implementation, including the Agreement's provisions on error correction and support, etc.

For Link Business, new versions are automatically deployed to all the Customer’s environments.

For Link Enterprise only, the following sections (4.1, 4.2 and 4.3) shall apply:

4.1.          The Customer has the discretion to choose whether or not to update or utilise new releases etc. provided by the Supplier. However, the Customer acknowledges that opting not to install such updates etc. may pose risks associated with using software no longer supported, including that non-updated software, as further described in Appendix 1, may not work properly, lack features or functionality, and/or impose security risks. Support for non-updated software may further be limited in accordance with the applicable terms for support. The Supplier cannot be held liable for any errors, missing features and functionalities, defects, inconveniences, or lack of services which follows from non-updated software.

4.2.          The Customer is solely responsible for keeping the Customer's production environment up to date, including that any version, releases, service packs etc. are correctly installed and properly implemented.

4.3.          If specifically agreed between the Parties, the Supplier will assist the Customer with updates, installation, implementation etc. in accordance with the terms set out in Appendix 1.2. The Supplier shall be entitled to receive separate remuneration for such services. For the avoidance of doubt, such installation, implementation etc., will vary in price, scope and complexity depending on which and how many updates the Customer has chosen not to implement at the time of the release.

5. PAYMENT

5.1.          The ordinary license payment, which includes both the base license fee, the support fee, and fees for additional environments as set out in the quote and the Agreement, shall be paid in accordance with the billing period as agreed between the Parties in the quote.

5.2.          The base license fee, variable fees, support fee and fees for additional environments (if any) are charged from the agreed start date set out in the quote. 

5.3.          The chosen billing period in the Agreement can be changed by the Customer with a written notice to the Supplier. The chosen billing period will be effective from the next billing period and at a surcharge to the payment as set out in the quote.

5.4.          The variable fees are invoiced quarterly in arrears based on the actual use as set out in clauses 3.1 and 3.2.

6. QUALITY AND DATA STORAGE

6.1.          The Supplier has tested the SaaS Solution before delivery. However, it cannot be ruled out that the SaaS Solution - like other software products - contains errors and inappropriate features. Such errors and inappropriate features do not justify termination with immediate effect unless the errors materially and irrecoverably impair the SaaS Solution, and they do not entitle the Customer to remedial action or other remedies for breach. The Supplier will seek to correct all errors and inappropriate features in subsequent updates of the SaaS Solution.

6.2.          Documents sent and received through the SaaS Solution will, by default, be retained on the solution for 1 year unless the customer has configured the retention period differently. The Customer can, depending on the access rights, configure the retention period in the solution per document type. In the event of any loss or damage to any of the Customer's data in Link, the Supplier shall use reasonable commercial efforts to restore the lost or damaged data from the latest backup.

7. SECURITY

To the best of its ability, the Supplier will maintain reasonable security procedures to safeguard against third-party unauthorized intrusion, but cannot be held responsible for (i) third-party access or attempts to obtain access to the SaaS Solution or data generated by the SaaS Solution, (ii) third-party monitoring or collection of traffic or data, or (iii) third-party willful attack on the SaaS Solution or the Customer's data, or the Customer's or the Supplier's (including the Supplier's suppliers') systems or network units resulting in breakdown or reduced operability. The SaaS Solution is secured by means of a unique user ID and password supplemented by multi-factor authentication (MFA) or single sign-on (SSO).

7.1.          Backup of the Supplier's applications and application data are made to prevent loss of data and to ensure that the SaaS Solution is always accessible, to the extent possible. Restore test of backup files is carried out at regular intervals.