Terms & Conditions

These General Terms and Conditions, together with the customer agreement referring to these General Terms and Conditions (if any), constitute an agreement ( “Agreement” ) between you as a customer ( “Customer” ) and InsightMe AB, org. no. 559306-9866 ( “InsightMe” ), a company incorporated under the laws of Sweden.

By accepting the Agreement, either during account sign-up or by entering into a customer agreement with InsightMe referring to these General Terms and Conditions, Customer agrees to all the terms and conditions set forth in the Agreement.

If you are entering this Agreement on behalf of a company or other legal entity, you represent and warrant that you have full authority to bind that company or other legal entity to the Agreement. In such case, “Customer” shall refer to the company or other legal entity and its affiliates, as well as its officers and employees accessing and using the Service. The Agreement governs Customer’s use of the Service and shall apply to all users accessing and using the Service. If Customer does not agree with any of the terms and conditions of this Agreement, or if you do not have the authority to enter this Agreement on behalf of the company or other legal entity, Customer may not access and use the Service.

DEFINITIONS“Agreement” means the customer agreement with any appendices and these General Terms and Conditions.“Analysis” means a customer insight analysis report created by using the Service.“Customer” or “you” means the customer identified in the customer agreement or, in case of no customer agreement, the customer identified in the account details of Customer’s account in the Service.“InsightMe” or “we” means the Swedish company InsightMe AB, org. no. 559306-9866.“Research Data” means market research data provided by third party data collectors.“Service” means the software-as-a-service platform for customer- and market insights, provided by InsightMe and generally accessible through the Website.“Website” means InsightMe’s website, currently located at www.insightme.com.
THE SERVICE
1. 2.1The Service. The Service is a web-based software-as-a-service platform for analyzing customer and/or market insights. The Service is accessible via the Website. The purpose of the Service is to make analyzing of insights accessible, easy, flexible, and cost efficient. When using the Service, Customer may create an Analysis by ordering Research Data from third party data collectors via the Service. When finalized, the Analysis will be presented to Customer and available for download within the Service.
2. 2.2Ad Hoc Analysis. Ad hoc is typically an Analysis focusing on the current state, without taking into account changes over time. Customer can order Ad Hoc Analyses in the Service.
3. 2.3Brand Tracker. Brand Tracker is typically an Analysis focusing on changes over time. Research Data is collected once per week, enabling tracking of changes over time. Customer can view the result of its ongoing Brand Tracker(s) on the dashboard in the Service. An initiated Brand Tracker will be provided until terminated by Customer. Customer may terminate or limit the scope of a Brand Tracker with a notice period of three months, unless otherwise agreed in writing between the parties. Hence, the minimum time period for an initiated Brand Tracker is three months. Customer is entitled to expand the scope of an ongoing Brand Tracker, to take effect immediately, subject to an adjusted Analysis fee.
4. 2.4Customer’s Account. In order to use the Service, Customer needs to create an account. Customer acknowledges that all data provided in relation to its account are true and correct and that, when necessary, Customer will update the account data so that it at all times remains true and correct. Customer is responsible for maintaining the confidentiality of the account credentials. InsightMe shall have no responsibility for any unauthorized use of the account.
5. 2.5Changes to the Service. InsightMe may without prior notification to Customer make upgrades and changes to the Service and its features. Should a change in the Service evidently be detrimental to Customer, Customer will be informed of such change in advance and have a right to cancel the Customer Agreement, if applicable, prior to the changes entering into effect.
6. 2.6Information. InsightMe may publish information to Customer regarding added services, functionality and other developments relating to InsightMe and/or the Service on the Website. Separate conditions may apply to such future services.
7. 2.7Scheduled maintenance. InsightMe reserves the right to close access to the Service for maintenance.
USE RIGHTS
1. 3.1Subscription. InsightMe provides the Service subject to a subscription model. A subscription is required for Customer to use the Service.
2. 3.2License grant. Customer is granted a non-exclusive, non-transferable, revocable, limited right to use the Service for its intended use and in accordance with the Agreement, as long as Customer holds a valid subscription and an account for the Service.
3. 3.3Limitations. Customer will not, nor allow any third party to, copy, distribute, sell, lend, rent, transfer, convey, modify, decompile, disassemble, perform data mining, or reverse engineer the Service and/or data which might be provided as part of the Service.
4. 3.4Proprietary Rights. Customer acknowledges and agrees that InsightMe, and/or any third party InsightMe may cooperate with, owns all right, title and interest to the Service, including all patents, copyrights, trade secret and other proprietary rights thereto, unless explicitly stated otherwise in the Agreement.
5. 3.5Ownership of an Analysis. Upon payment of the Analysis fee for a specific Analysis, Customer shall be the owner of the content of such Analysis. Customer grants InsightMe the right to use the Analysis in order to provide the Service to Customer.
6. 3.6Use of Research Data. InsightMe may use collected and anonymized Research Data included in an Analysis on an aggregated level to create general market insight reports. Such reports shall be solely owned by InsightMe.
7. 3.7Customer’s equipment. It is Customer’s responsibility to have the appropriate technical infrastructure, equipment and software needed for use of the Service. InsightMe is not responsible for any faults and defects in such infrastructure, equipment, or software.
8. 3.8Applicable Laws. Customer is responsible for and warrants that Customer will comply with all applicable laws and regulations, as well as InsightMe’s written instructions, when using the Service.
9. 3.9Feedback. Customer may give feedback about the Service to InsightMe. Company grants to InsightMe, without charge, the right to make, use, modify, distribute and commercialize Customer’s feedback in any way and for any purpose.
10. 3.10PR Activities. Customer agrees to serve as a reference customer. InsightMe may include Customer in InsightMe’s sales material and on the Website. InsightMe may also refer to Customer’s name when communicating with third parties.
SERVICE FEES
1. 4.1Subscription Fee. InsightMe will charge Customer a yearly subscription fee, with the amount stipulated in the Agreement or otherwise listed on the Website.
2. 4.2Analysis fee. InsightMe will charge Customer a fee per initiated Analysis and provision of Research Data necessary to complete the Analysis. The fee is determined by certain factors, for example the incidence rate, scope, extent, and variables of the Analysis as well as the number of reference persons included in the Research Data. The Analysis fee is shown within the Service in conjunction with Customer initiating an Analysis.
3. 4.3Incidence rate. When initiating an Analysis, Customer will estimate the incidence rate, i.e., the estimated percentage of persons eligible to participate as respondents in the Analysis. The Analysis fee is dependent on the incidence rate. InsightMe has the right to adjust in retrospect the Analysis fee and receive payment from Customer of such adjusted Analysis fee, if the estimated incidence rate is not corresponding to the actual incidence rate established during the collection of Research Data.
4. 4.4Trial Period. InsightMe may offer a trial period for the Service, as indicated on the Website or as set out in the Agreement. During the trial period, the Subscription fee may be discounted or free of charge.
5. 4.5Fee Adjustments. InsightMe may adjust its fees. The updated fees will be published as appropriate, for example on the Website or within the Service. For an ongoing Brand Tracker, InsightMe is entitled to change the fees in accordance with changes in the Consumer Price Index (KPI) in Sweden or following changes in the price for Research Data, without a right for Customer to terminate the Brand Tracker. Furthermore, InsightMe has the right to change is prices over and above KPI and Research Data pricing. However, such changes entail a right for Customer to terminate the ongoing Brand Tracker subject to such price changes.
6. 4.6Payment options. Customer can use the payment options available in the Service for payment of the subscription fee and the Analysis fee. In certain cases, payment via invoice may be arranged if agreed by InsightMe. In such case, InsightMe will invoice Customer yearly in advance for the subscription fee and monthly in arrears for any Analysis fee, on twenty (20) days payment terms. InsightMe will deliver the invoice to Customer via e-mail. All prices are in SEK unless indicated otherwise.
7. 4.7Failure to Pay Invoice. If Customer fails to pay for the Service, InsightMe shall be entitled to (without prejudice to any other right or remedy it may have):
  1. charge Customer a late fee interest in accordance with Swedish law on the outstanding amount until the date when payment has been made (both dates inclusive). Such interest shall be paid by Customer on demand;
  2. terminate the Agreement in accordance with the provisions of Section 11 below; and/or
  3. cancel or suspend Customer’s use of the Service until payment is received.
8. 4.8Additional Costs. Reasonable, verified expenses for travel, material, accomodation and other additional costs will be borne by Customer at actual cost.
9. 4.9Taxes. Unless otherwise expressly stated in writing, Customer is solely responsible for any taxes or fees arising from Customer’s use of the Service.
PERSONAL DATA
1. 5.1Customer as Data Controller. The Customer is the data controller of personal data included in any Analysis initiated by the Customer, and Research Data if such data contains identifiable personal data. Customer shall ensure that such data is handled in accordance with applicable legislation, including the General Data Protection Regulation (EU 2016/679) (“GDPR”).
2. 5.2InsightMe as Data Processor. InsightMe is a data processor to the Customer for personal data processed on behalf of the Customer as described in Section 5.1 above. Such personal data will only be processed in accordance with the Customer’s instructions, the data processing agreement in Chapter 6 below, and applicable law.
3. 5.3Research Data. Research Data is provided by third party data collectors, with whom InsightMe has entered into agreements for provision of the Research Data. Research Data is generally provided anonymized. Hence, it is not personal data. If the Research Data is not anonymized, InsightMe will process it on behalf of the Customer.
4. 5.4InsightMe as Data Controller. InsightMe is the data controller of personal data relating to Customer’s contact information, user data, account details and payment data. InsightMe will process such personal data in accordance with the GDPR and InsightMe’s privacy policy. For more information regarding InsightMe’s processing of the personal data, please read the InsightMe Privacy Policy, available on the Website as updated from time to time.
DATA PROCESSING AGREEMENT
1. 6.1Applicability. This Chapter 6 shall only apply if and when InsightMe processes personal data as a data processor on behalf of the Customer, as described in Chapter 5 above. This Chapter 6 shall be construed as a Data Processing Agreement ( “DPA” ) to fulfil the requirements of Article 28 of the GDPR.
2. 6.2Defined Terms. Unless the circumstances clearly indicate otherwise, definitions or terms used in this Agreement that have not otherwise been defined in the Agreement, shall be defined as follows from Article 4 of the GDPR.
3. 6.3Instruction. The processing covered by this DPA shall be limited to personal data contained in any Analysis initiated by Customer, and Research Data if such contains identifiable personal data relating to reference persons. The purpose of the processing is to enable administration of market research and Analysis provision to the Customer. The processing shall include collection, use, storing, structuring, disclosure, making available, alignment, restriction, erasure, and destruction. Data subjects are generally reference persons included in the market research ordered by Customer via the Service. Personal data will be stored for as long as the Customer uses the Service unless the data is deleted by the Customer through the Service.
4. 6.4Obligations of InsightMe as Data Processor. If InsightMe processes personal data as a data processor on behalf of the Customer, InsightMe:
  1. may only process the personal data on documented instructions by the Customer, including with regard to transfers of personal data to a third country or an international organisation, unless required to do so by EU law or the national law of a member state to which InsightMe is subject and, in such case, InsightMe shall inform the Customer of the legal requirement before the data is processed, unless such information is prohibited with reference to an important public interest under relevant national law;
  2. shall ensure that persons who are authorised to process the personal data have undertaken to maintain confidentiality or is subject to an appropriate statutory confidentiality obligation;
  3. shall take all necessary safeguards as are required under Article 32 of the GDPR.
  4. shall respect the conditions stipulated in this DPA below for the retention of subprocessors;
  5. shall, taking into consideration the nature of the processing, assist the Customer by taking suitable technical and organisational measures, to the extent possible, to enable the Customer to perform its obligation to respond to requests regarding the exercise of the data subject’s rights in accordance with Chapter III of the GDPR;
  6. shall, taking into consideration the type of processing and the information available to InsightMe, assist the Customer in ensuring that its obligations can be fulfilled in a manner as required in Articles 32-36 of the GDPR;
  7. shall, when InsightMe discontinues processing personal data on behalf of the Customer, either destroy and erase or return all personal data to the Customer in the manner instructed by the Customer, and shall cease to process or otherwise use personal data belonging to the Customer provided storage of personal data is not required pursuant to any Union or national laws; and
  8. shall grant the Customer access to all information which is required and necessary to enable the Customer to verify compliance with the obligations which follow from Article 28 of the GDPR and to enable and assist in audits, including inspections, which are conducted by the Customer or by a third party authorised by the Customer (which is not a competitor of InsightMe). With regard to this Section viii., InsightMe shall inform the Customer immediately if InsightMe believes that an instruction would conflict with the GDPR or any other Union or national laws which, from time to time, apply to processing of personal data.
5. 6.5Subprocessors. InsightMe engages Microsoft as a subprocessor for hosting and cloud services. InsightMe shall be entitled to engage and retain subprocessors to perform the work under the DPA. However, InsightMe shall inform the Customer of any plans to retain a new subprocessor or to replace an existing subprocessor, in order to allow the Customer to make objections to any such change. If the Customer objects, InsightMe shall not be entitled to retain the subprocessor in question but may, at InsightMe’s sole discretion, choose to terminate the Agreement with immediate effect if the Customer objects, without being liable for any damage that may be incurred as a result thereof. InsightMe shall ensure that any subprocessor enters into a written personal data processor agreement before the subprocessor begins work related to the Customer. Any such personal data processor agreement must contain, at a minimum, the undertakings and obligations which follow from this DPA. In any such personal data processor agreement, the subprocessor shall provide sufficient warranties in respect of taking suitable technical and organisational measures so that the processing meets the requirements of this DPA and the GDPR.
INTELLECTUAL PROPERTY RIGHTS
1. 7.1All copyrights, trademarks, and other intellectual property rights (registered and unregistered) in and to the Service, including the name InsightMe, are reserved by InsightMe and/or third parties. Nothing in the Agreement grants Customer a right or license to use any trademark, copyright or other intellectual property right owned or controlled by InsightMe or a third party, unless explicitly granted herein.
LIMITATION OF LIABILITY
1. 8.1No Warranty The Service and any Analysis generated by the Service are provided “as is” and “as available”. The results generated by the Service, including Analysis, are dependent on the quality of the Research Data. Consequently, InsightMe makes no warranties, express or implied, and expressly disclaims any and all warranties including, without limitation, the implied warranties of title, merchantability, fitness for particular purpose, usefulness, correctness, or other similar warranties for the Service and any Analysis.
2. 8.2Limitation of Liability. InsightMe’s liability shall be limited to 50 % of the fee of the specific Analysis that inflicted the damage on the Customer. The total liability of InsightMe in the aggregate shall be limited to 50 % of the Analysis fees paid by Customer during the six months prior to the damage.
3. 8.3Indirect Damages. In no event shall a party be liable for the other party’s or any third party’s consequential, indirect, incidental, punitive, or special damages, including lost profits or loss of data arising out of or related to this Agreement, the DPA, or Customer’s use of the Service.
4. 8.4Claim. Customer does not have the right to make a claim for damages unless such claim is made within six (6) months from the time the damage occurred.
5. 8.5Maximum Extent. The limitations and exclusions in this section shall apply to the maximum extent permitted by applicable law and regardless of the form or cause of action, even if any remedy fails its essential purpose.
FORCE MAJEUREWhere InsightMe is prevented from fulfilling its obligations pursuant to this Agreement due to circumstances which are beyond InsightMe’s reasonable control such as acts of any governmental body, war, insurrection, sabotage, embargo, fire, flood, strike or other labor disturbance, interruption of or delay in transportation, unavailability, interruption of, or delay in telecommunications or third party services (including DNS propagation), failure of third party software or hardware, or inability to obtain electrical power or equipment needed for provision of the Service, and errors or delays in services from sub-contractors due to circumstances as stated herein, such circumstances shall constitute an excuse which occasions a postponement of the time for performance and a release from liability in damages and any other penalties.
CONFIDENTIALITYEach party agrees that information regarding the other party’s business that may be considered a business or professional secret, which may include certain portions of the Service, shall be treated as confidential for all purposes and shall not be disclosed to any third party during the Agreement, except (i) to a party’s consultants or independent contractors; (ii) as required by law (and only following written notice to the other party), or (iii) upon the prior written consent of the other party. Unless otherwise follows by law, InsightMe’s pricing information shall always be regarded a trade secret. The confidentiality obligation does not apply to information that a party can demonstrate is publicly known and information not covered by this confidentiality undertaking, as set out in the Agreement.
TERM AND TERMINATION
1. 11.1Term. The Agreement will commence on the latter date of the signatures in the customer agreement or upon Customer creating an account in the Service, and remain in effect until terminated by either Party.
2. 11.2Termination without cause. Either party may terminate this Agreement by written notice to the other party at least three (3) months prior written notice. The termination will then take effect at the end of the period. It may also be possible to terminate Customer’s use directly in the Service, as available from time to time. If Customer terminates the Service within the Service, this Agreement shall cease three (3) months after the date of such termination.
3. 11.3Termination for cause. Either party shall have the right to immediately terminate the Agreement by written notice to the other party if:
  1. the other party commits a substantial breach of its obligations under the Agreement and such breach has not been cured within thirty (30) days after written notice, stating the sending party’s intention to terminate the Agreement if compliance with the notice to cure is not met. Failure to pay correctly invoiced fees shall be regarded as a substantial breach of the Agreement; or
  2. the other party becomes insolvent, or if a petition of bankruptcy or under any insolvency law is filed by or against the other party and such petition is not dismissed within sixty (60) days after it has been filed.
4. 11.4Termination following inactivity. If Customer has not used or logged in to the Service for twelve (18) consecutive months, InsightMe has the right to delete Customer’s account for the Service, thus terminating the Agreement.
5. 11.5Effect of Termination. Upon termination or expiration of the Agreement at any time and for any reason or no reason, all rights granted to Customer under the Agreement shall promptly cease. No refund of fees will take place as a result of termination. In case of termination, any active Brand Tracker will cease.
6. 11.6Deletion of data, including Analysis data. Upon termination or expiration of the Agreement at any time and for any reason or no reason, InsightMe may at its sole discretion delete all data relating to Customer, including any Analysis data. The data may be stored by InsightMe for twelve (12) months following termination or expiration. In case personal data is processed by InsightMe as a data processor to the Customer, InsightMe shall be deemed instructed by the Customer to delete such personal data in accordance with 6.4 vii above, unless explicitly instructed otherwise by Customer in writing.
GENERAL
1. 12.1Notices. All notices, authorizations, and requests in connection with this Agreement shall be sent by registered mail or e-mail to the other party’s contact person at the address specified in the account details or in the Agreement. The other party shall be deemed to have received such notice: (i) 5 days after dispatch if sent by registered post, or (ii) at the time the e-mail arrived at the recipient’s e-mail address if sent by e-mail. Notices under this Agreement may be provided by e-mail.
2. 12.2Hierarchy of documents. If the documents of the Agreement contain contradictory statements, the customer agreement with applicable appendices shall prevail over these General Terms and Conditions.
3. 12.3Governing Law and Disputes. This Agreement shall be governed and interpreted according to Swedish law. Any dispute, controversy or claim arising out of or in connection with this Agreement, or the breach, termination or invalidity thereof, shall be finally settled by public courts in Sweden with Stockholm District Court as the court of first instance.
4. 12.4Relationship between the Parties. The parties are independent contractors. Nothing in this Agreement will be construed as creating an employer-employee relationship, partnership, agency relationship, or joint venture between the parties. Customer agrees to be responsible for all of Customer’s taxes, withholding, social security, insurance, and other benefits.
5. 12.5Prohibition on Assignment. This Agreement may be assigned by InsightMe but Customer may not assign this Agreement, or any rights or obligations hereunder, whether by operation of contract, law or otherwise, except with the express written consent of InsightMe.
6. 12.6Severability. If for any reason a court of competent jurisdiction finds any provision of this Agreement, or portion thereof, to be unenforceable, that provision of the Agreement will be enforced to the maximum extent permissible so as to effect the intent of the parties, and the remainder of this Agreement will continue in full force and effect.
7. 12.7No Waiver. No failure or delay on the part of either party in the exercise of any right, power or remedy under this Agreement or under law, or to insist upon or enforce performance by the other party of any of the provisions of this Agreement or under law, will operate as a waiver thereof, nor will any single or partial exercise of any right, power or remedy preclude other or further exercise thereof, or the exercise of any other right, power or remedy; rather the provision, right, or remedy will be and remain in full force and effect.
8. 12.8Entire Agreement. This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements or communications with respect to the subject matter hereof.
9. 12.9Parties Bound. The individual signing this Agreement or entering into this Agreement via the Service represents that he/she has authority to execute this agreement on behalf of Customer.