B2B SaaS Agreement

This Climatica SaaS Agreement (the "Agreement") is entered into as of registration, by and between:

Climatica Oy, (company ID: 3228032-6) a corporation with its principal place of business in Finland (hereinafter referred to as "Provider"),

AND

Registrated company that has purchased the service online (hereinafter referred to as "Client").

1. Definitions

1. 1.1. "Services" refers to the software services provided by the Provider.
2. 1.2. "User" refers to any individual authorized by the Client to use the Services.
3. 1.3. "Confidential Information" refers to any proprietary or sensitive information disclosed by one party to the other.

2. Services Provided

1. 2.1. Provider agrees to provide the Services to the Client in accordance with the terms set forth in this Agreement.
2. 2.2. The Services will be available 98% of the time, except for scheduled maintenance or unforeseen outages.

3. Fees and Payment

1. 3.1. Client shall pay the Provider the fees based on the subscription that they have comitted to online.
2. 3.2. Payment terms are net 14 days from the invoice date.
3. 3.3. Late payments will incur a monthly interest charge based on standards in Finland on the overdue amount.

4. Term and Termination

1. 4.1. The term of this Agreement shall commence on the Effective Date and continue on monthly basisis.
2. 4.2. Either party may terminate this Agreement with 30 days written notice.
3. 4.3. In the event of a material breach by either party, the non-breaching party may terminate this Agreement immediately.

5. Confidentiality

1. 5.1. Each party agrees to keep all Confidential Information received from the other party confidential and to not use it for any purpose other than as necessary to fulfill its obligations under this Agreement.
2. 5.2. Confidential Information shall not include information that is publicly known or independently developed by the receiving party.

6. Intellectual Property

1. 6.1. All intellectual property rights in the Services and any related documentation are owned by the Provider.
2. 6.2. Client is granted a non-exclusive, non-transferable license to use the Services during the term of this Agreement.

7. Warranties and Disclaimers

1. 7.1. Provider warrants that the Services will perform substantially.
2. 7.2. Provider disclaims all other warranties, express or implied, including any implied warranties of merchantability or fitness for a particular purpose.

8. Limitation of Liability

1. 8.1. Provider's does not take any liability under this Agreement.
2. 8.2. In no event shall Provider be liable for any indirect, incidental, or consequential damages.

9. Indemnification

1. 9.1. Each party agrees to indemnify, defend, and hold the other party harmless from any claims arising out of the indemnifying party's breach of this Agreement or violation of applicable law.

10. Governing Law

1. 10.1. This Agreement shall be governed by and construed in accordance with the laws of Finland.

11. Dispute Resolution

1. 11.1. Any disputes arising under this Agreement shall be resolved through binding arbitration in Finland.

12. Miscellaneous

1. 12.1. This Agreement constitutes the entire understanding between the parties and supersedes all prior agreements.
2. 12.2. Any amendments to this Agreement must be in writing and signed by both parties.
3. 12.3. Neither party may assign this Agreement without the prior written consent of the other party.

This agreement will come to forse between the parties when the providers has shared the login details for the Client.