1 Introduction

Voitto is an accounting firm with the goal of making it easy to run a company. We want more entrepreneurs to have the opportunity to decide over their time and what they choose to create with it. We focus on the bookkeeping, you focus on your business. We do this by providing a top-class accounting service. Voitto's goal is to be one of Sweden's best accounting firms.

2 The Agreement

The agreement between the Customer and Voitto consists of these general terms and conditions and appendices ("General Terms") and the mission confirmation and mission letter (collectively "Agreement"). The mission letter can be found here for active customers and the mission confirmation is provided in connection with the signing of the agreement.

These General Terms and the Agreement are binding and apply when the Customer begins using any of Voitto's services. By accepting the General Terms, the Customer confirms that you have read and understood the meaning of these for the Customer's business, today and in the future.

Voitto reserves the right to unilaterally change these General Terms at any time and they will change over time. It is the Customer's responsibility to continuously ensure that the Customer is aware of the applicable General Terms available at https://www.voitto.se/ ("Website"). Updated General Terms take effect immediately when they are published on the Website.

In the event that the Customer does not accept the changed General Terms, the Customer has the right to terminate the Agreement with immediate effect. Termination must be done in accordance with section 8 of these General Terms.

3 Parties

The agreements including these General Terms apply between Voitto Sverige AB, org. no. 559228-2593, ("Voitto") and the company that begins using Voitto's services ("Customer"/"The Customer"/"The Customer's").

4 The Service

Voitto provides accounting services and related services within that area. Visit the Websites for information on which services are offered and what is included.

The accounting service is a tool for the Customer and if the Customer uses the accounting service, the Customer accepts that the accounting service is merely a tool for establishing bookkeeping and that the Customer is responsible for ensuring that the Customer complies with applicable legislation regarding the Accounting Act, Income Tax Act, Annual Accounts Act, Companies Act, and other applicable legislation.

The Customer is responsible for the content of the bookkeeping and the accuracy of the reports and other items that are generated in the accounting service.

The Customer is obligated to check their accuracy and that they comply with the legislation in force at each time.

The Customer is obligated to check their accuracy and that they comply with the legislation in force at each time.

4.1 Software Service

Voitto provides one or more Software Services. The Software Service is available through the Website or, if applicable partners that Voitto chooses to employ for software so indicate, through other web addresses. The Software Service may be free of charge, or fee-based, and either used together with or without the Accounting Service.

Voitto offers the Software Services AS-IS, and does not guarantee any availability or functionality.

Voitto has the right to, and will add, change, and remove functionality without first notifying the Customer. Voitto may also change the software vendor, which can remove, change but also add functionality, and require that the Customer logs in again, makes changes in integration, or otherwise adapts to new software or features.

The Customer is aware of the above and accepts not to make the Customer dependent on the Software Service's functionality, availability or in any other way that could mean that the Customer risks not being able to fulfill their obligations according to the Accounting Act, Income Tax Act, Annual Accounts Act, Companies Act, and other legislation, regulatory requirements, third party or any other party.

4.2 Use of the Service

By accepting these General Terms, the Customer is aware that the service may change and no longer meet the requirements or wishes that the Customer has and that may have been previously met. The Customer has no right to compensation if the service changes, or in the Customer's opinion deteriorates, or for any other reason does not meet the Customer's requirements.

4.3 Usage Restrictions

Use of the service may be subject to limitations, including but not limited to periodic transaction volumes. Voitto has the right to determine if a violation of these limitations occurs. The Customer will, if possible, receive a warning when the limitation is violated. If the customer does not correct their usage, Voitto has the right to terminate the agreement with the Customer with immediate effect.

4.4 Features Included in the Service

The definition of the features included in the service is described under the “Price” section on the website and in the “Price” section in Voitto's public help guide or according to the price list that Voitto has for its services. This definition may change over time.

Voitto has interpretative precedence when it comes to the meaning of a function or service. The Customer may not interpret what a function should fulfill and then make demands based on their own interpretation of the function's meaning.

5 Customer's Responsibility

In addition to what is otherwise stated in these General Terms, the Customer is responsible for the following:

5.1 Data Backup

The Customer is obliged to keep copies of all data that is entered or used in the service.

Voitto follows best practice procedures to prevent data loss, including regular backups, but cannot guarantee that data will not be lost.

5.2 Users

The Customer is responsible for the persons who use the service through the Customer's login and account ('Users'). Each user has the right to use the service and order additional services on behalf of the customer.

6 Voitto's Responsibility and Limitation of Liability

Voitto will only compensate for direct damages caused to the Customer through gross negligence on Voitto's part. Compensation thus does not apply for indirect damage, such as lost profits, reduced production or turnover in business and hindrance to fulfill obligation to third parties.

Voitto's liability for compensation is limited to the total fees for the concerned service during the contract period, however, at most a total of one price base amount.

Voitto does not take responsibility for the Customer's loss of data regardless of how this loss occurred.

Voitto is not responsible for damage that occurs on the Customer's hardware, the Customer's data or other information that is transmitted when using the service. Voitto is not responsible for errors in third-party products. Nor does Voitto take responsibility for damage caused by computer viruses (or equivalent), delay, loss or distortion of the Customer's data or for the Customer's possible liability to third parties.

Voitto is not responsible for failure to fulfill its commitments under these General Terms caused by or otherwise a consequence of labor conflict, war, riot, unforeseen military drafts, seizure, currency restrictions, export or import restrictions, earthquake, lightning strike, fire, flood, meteorite impact, global warming, overload attacks, atmospheric pressure change or other circumstances that Voitto could not reasonably have controlled or foreseen.

7 Prices, Charging and Payment Terms

7.1 Prices and Costs

The prices of the service are stated in the current price list available on the website and in the "Price" section in Voitto's public help guide or according to the price list that Voitto has for its services.

7.2 Fixed Price and Costs

If the Customer uses such part of the service that is offered at a fixed price, fixed prices and costs are charged monthly in advance starting the first day the service is activated.

The prices and terms for the fixed offers are provided in the current price list available on the website and in the "Price" section in Voitto's public help guide or according to the price list that Voitto has for its services.

7.3 Variable Price and Costs

If the Customer uses services that are provided at a variable price and where variable costs occur, these are performed on a running account and charged periodically in arrears.

You as the Customer are responsible for all variable costs that arise around the service.

7.4 Billing Period

Billing begins when the service can be considered activated or when the Customer ordered the service. A billing month does not follow whole calendar months but begins when a service is activated.

7.5 Change of Price Model / Subscription Form

If Voitto considers that a Customer should be covered by another price model or subscription form, Voitto has the right to unilaterally upgrade and downgrade the Customer. The new price model/subscription form will apply at the earliest one calendar month after Voitto has notified the Customer by email or otherwise about the new price model.

7.6 Change of Prices

Voitto has the right to change the prices for its services from month to month. Changed prices must be notified either on the website or by email to the Customer. Change of prices takes effect one month after Voitto has notified the Customer or at the later time that Voitto indicates.

7.7 Termination due to Change of Price Model or Prices

The Customer always has the right to terminate the agreement with immediate effect in the event of a change in the price model or price increase. Any accrued debts to Voitto for services delivered or work after are not written off at such a termination, but apply from the desired day for the service to cease and forward.

7.8 Possible Final Work / Billing at Termination

Voitto provides a service that is billed monthly, it is in the Customer's interest to always submit material and respond to Voitto's questions and review the accounting so that everything is correct.

Upon termination of the service or the agreement by the Customer or Voitto, any time spent by Voitto regarding ongoing bookkeeping or other matters from the Customer will (corrections for periods back in time) be charged a variable cost according to Voitto's variable price list on the website and in the 'Price' section in Voitto's public help guide or according to the price list that Voitto has for its services.

7.9 Payment Terms

Payment must be made no later than 20 days after the invoice date.

In cases where the payment is delayed, Voitto has the right to charge interest on arrears according to the Interest Act (1975:635).

If the Customer wishes to dispute an invoice, this must be done via email or mail within twenty (20) days from the invoice date.

7.10 Discounts, Offers, and Guarantees

The customer can only use one offer, discount, or similar during a continuous period of 12 months. The first offer, discount, or similar that the Customer chooses to use is considered the choice of the Customer and cannot later be exchanged for another, even if it would be economically better, and excludes the right to subsequent offers, discounts, or similar for 12 months from the time of usage.

The Customer cannot use offers or discounts aimed at new Customers, i.e., not directed at existing Customers.

8 Termination

8.1 Customer Termination

The Customer has the right to terminate the agreement or service at any time. The Customer is not entitled to any refund upon termination.

When a Customer terminates the agreement, all services for the Customer cease to function. Prior to such an occurrence, it is important that the Customer has downloaded all materials and possesses copies of all materials.

The right to further services or assistance from consultants and support also ceases.

8.2 Voitto Termination

Voitto has the right to terminate the service or agreement with one calendar month's notice.

Voitto further has the right to terminate the agreement with immediate effect if the Customer is presumed insolvent; has been declared bankrupt; is in arrears with payment; has been suspended from the service; commits a significant breach of contract; is/has been or is at risk of being sentenced to imprisonment or other similar events. In these events, one calendar month's notice does not apply.

8.3 Written Termination

Voitto terminates the service or agreement in writing to the email that the Customer has provided or to the address that the Customer's company is registered with at the Companies Registration Office.

The Customer terminates the service or agreement by emailing support@voitto.se, stating which organization number and the email/phone number associated with the service or agreement.

For a termination to be considered executed, Voitto needs to confirm the identity behind the termination. Voitto will contact the Customer via the email or phone number provided by the Customer in the service relevant for termination, to confirm that the Customer truly wishes to terminate the service or agreement (this is to prevent another party from emailing in a termination).

9 Entire Agreement

The agreement (the General Terms and Conditions and the mission confirmation) constitutes the complete agreement between the Customer and Voitto and supersedes all prior oral or written agreements or arrangements between the parties.

10 Applicable Law and Dispute Resolution

The agreement (including these General Terms) shall be governed by, interpreted, and enforced in accordance with Swedish law. Any disputes shall be resolved in Swedish courts with Stockholm District Court as the first instance.

Appendix 1 - Data Processing Agreement

Parties

Customer / The Customer / The Customer's (hereinafter referred to as Data Processor or DP) and Voitto Sweden AB, org. no. 559228-2593 (hereinafter referred to as Sub-processor or SP) have upon approval of Voitto's General Terms entered into the following Data Processing Agreement (also referred to as Data Processing Agreement).

Definitions

Terms and definitions in this Data Processing Agreement shall have the corresponding meaning as in the European Parliament and Council's regulation (EU) 2016/679 (hereinafter referred to as the GDPR) and shall be interpreted and applied in accordance with Applicable Data Protection Legislation. This includes, among other things:

Processing

refers to an operation or set of operations which is performed on personal data or sets of personal data, whether or not by automated means, such as collection, recording, organization, structuring, storage, adaptation or alteration, retrieval, consultation, use, disclosure by transmission, dissemination or otherwise making available, alignment or combination, restriction, erasure or destruction.

Applicable Data Protection Legislation

refers to the European Parliament and Council's Regulation (EU) 2016/679 on the protection of natural persons with regard to the processing of personal data and on the free movement of such data, and repealing Directive 95/46/EC, and the national laws enacted as a result of this regulation. 'Applicable data protection legislation' also includes binding guidance, opinions, recommendations, and decisions from supervisory authorities, courts, or other authorities.

Data Controller

the natural or legal person, public authority, agency or other body which, alone or jointly with others, determines the purposes and means of the processing of personal data; where the purposes and means of such processing are determined by Union or Member State law, the controller or the specific criteria for its nomination may be provided for by Union or Member State law.

Data Processor

a natural or legal person, public authority, agency or other body which processes personal data on behalf of the controller.

Sub-processor

a natural or legal person, public authority, agency or other body which processes personal data on behalf of the data processor.

The Data Processing Agreement

refers to the agreement between the Data Controller and the Data Processor.

Personal Data

any information relating to an identified or identifiable natural person ('data subject'); an identifiable natural person is one who can be identified, directly or indirectly, in particular by reference to an identifier such as a name, an identification number, location data, an online identifier or to one or more factors specific to the physical, physiological, genetic, mental, economic, cultural or social identity of that natural person.

Personal Data Incident

a breach of security leading to the accidental or unlawful destruction, loss, alteration, unauthorized disclosure of, or access to, personal data transmitted, stored or otherwise processed.

Content and Purpose

The data processor and the sub-processor have entered into an agreement by the data processor accepting Voitto's General Terms (hereinafter referred to as the Service Agreement) regarding the services that the sub-processor will provide to the data processor. As a result of this Service Agreement, the sub-processor will process personal data on behalf of the data processor. This Data Processing Agreement has been established to, among other things, fulfill the requirement in Article 28 of the General Data Protection Regulation that there must be a written agreement between a data processor and a sub-processor for the processing of personal data.

Processing of Personal Data

The data processor guarantees that they have the right to process personal data and that the processing is in accordance with applicable data protection legislation and the data processing agreement. The data processor guarantees that they have permission from the data controller to employ a sub-processor and that the data controller has been informed that the sub-processor has been appointed for this purpose.

The sub-processor undertakes to only process personal data in accordance with the Service Agreement. The sub-processor shall follow applicable data protection legislation during the processing of personal data.

The sub-processor shall immediately inform the data processor if the sub-processor lacks instructions on how to process personal data in a specific situation or if an instruction according to this Data Processing Agreement or otherwise contradicts applicable data protection legislation.

The sub-processor may not, without an order from the relevant authority or mandatory legislation:

• collect or disclose personal data from or to any third party unless otherwise agreed in writing
• change the method of processing
• copy or recreate personal data
• process personal data for purposes other than those specified in the Service Agreement

Transfer to Third Countries

Transfer of personal data to a state outside the EU and EEA requires the data processor's consent in advance and may only occur if the conditions for transfer to third countries outlined in applicable data protection legislation are met.

Security

The sub-processor shall take appropriate technical and organizational measures to protect the personal data being processed. The measures should ensure a level of security that complies with applicable data protection legislation and is suitable considering:

• the technical possibilities available
• the cost of implementing the measures
• the specific risks associated with processing the personal data
• how sensitive the processed personal data are

Taking into account the latest developments, the costs of implementation, and the scope, context, and purpose of the processing as well as the risks to the rights and freedoms of natural persons, the sub-processor shall take appropriate technical and organizational measures to ensure a level of security appropriate to the risk, including, where appropriate

• pseudonymization and encryption of personal data
• the ability to continuously ensure confidentiality, integrity, availability, and resilience of processing systems and services
• the ability to restore the availability and access to personal data in a timely manner after a physical or technical incident
• a process to regularly test, assess, and evaluate the effectiveness of technical and organizational measures to ensure the security of the processing

Confidentiality

The sub-processor is obliged to ensure that only persons who have a direct need to access personal data to fulfill the sub-processor's commitments according to the Service Agreement have access to such information. The sub-processor must ensure that all employees, consultants, and others involved in the processing are bound by confidentiality and are informed about how the processing of personal data may occur.

Subcontractors

In order to fulfill the obligations according to the Service Agreement and this Data Processing Agreement, the sub-processor has the right to engage subcontractors. The data processor consents to the subcontractors that the sub-processor hires to fulfill its Service Agreement may be engaged as a subcontractor. If the sub-processor intends to change, remove, or add a subcontractor, the sub-processor will inform about this by updating on the subcontractor's website so that the data processor has the opportunity to object to such changes.

If the sub-processor engages a subcontractor, the sub-processor shall enter into a specific subcontractor agreement with such subcontractor regarding the subcontractor's processing of personal data. Such an agreement shall state that the subcontractor has the same obligations as the sub-processor according to this Data Processing Agreement. Upon request from the data processor, the sub-processor shall provide a copy of the parts of the sub-processor’s agreement with the subcontractor that are required to demonstrate that the sub-processor has fulfilled its commitments according to this Data Processing Agreement.

Assistance

The sub-processor shall assist the data processor in ensuring that the data processor can fulfill its legal obligations according to applicable data protection legislation, the Agreement, and the Data Processing Agreement.

Audit

The data processor has the right to, either themselves or through a third party, conduct audits against the sub-processor or otherwise verify that the sub-processor's processing of personal data complies with this Data Processing Agreement. During such an audit or verification, the sub-processor shall provide the data processor with the assistance necessary for the implementation.

Personal Data Incident

In the event of a personal data incident involving personal data processed on behalf of the data processor, the sub-processor shall immediately investigate the incident and take appropriate measures to mitigate its potential negative effect and prevent recurrence. The sub-processor shall also immediately provide the data processor with a description of the incident.

• describe the nature of the personal data incident, including, where possible, the categories of and the approximate number of data subjects affected and the categories of and the approximate number of personal data records involved
• convey the name of the person who can provide more information or answer questions
• describe the likely consequences of the personal data incident
• describe the measures that the sub-processor has taken or proposed to address the personal data incident, including, where appropriate, measures to mitigate its potential negative effects

Termination of the Agreement

The terms of this Data Processing Agreement shall apply as long as the sub-processor processes personal data on behalf of the data processor.

If this Data Processing Agreement ceases to apply, the sub-processor shall cease processing personal data and, at the request of the data processor, delete or return all personal data to the data processor and delete existing copies, unless applicable data protection legislation or national law requires that the personal data be stored.