📘 Terms of Delivery – Clarify Risk Management (SaaS & Cloud Services)

Version 2026 1

1. Definitions

In these Terms of Delivery the following definitions apply:

  • Service: the software and cloud services offered by Clarify Risk Management, including SaaS, ASP and Computer Service.
  • Software: the software made available by Clarify Risk Management.
  • Customer: the natural or legal person who concludes an agreement with Clarify.
  • User: any person who gains access to the Service on behalf of the Customer.
  • Client data: all data entered or processed by the Customer or User via the Service.
  • Availability: the extent to which the Service is operational.
  • Maintenance: all work carried out by Clarify for the purpose of improvement, updates or repair.
  • Processing agreement: agreement between Customer (controller) and Clarify (processor) in accordance with GDPR.

2. Applicability

  1. These Terms of Delivery apply to all offers, agreements and services from Clarify Risk Management.
  2. If specific agreements are made (e.g. SLA or customization), that document prevails over these conditions.
  3. Deviations are only valid if agreed in writing.

3. Services

  1. Clarify makes the Software available online as a SaaS solution.
  2. The Service is provided on the basis of a best efforts obligation, unless expressly agreed otherwise in writing.
  3. Customer is responsible for the correct use of the Service, including:
    • user management and access rights,
    • correct settings,
    • checking results.
  4. Clarify is not responsible for the operation of Customer's equipment, infrastructure or internet connection.
  5. Data conversion will only be carried out if agreed in writing in advance.
  6. Support to Users is provided exclusively through channels designated by Clarify.

4. Maintenance, updates and availability

  1. Clarify may temporarily decommission the Service for maintenance or updates. Where possible this takes place outside office hours.
  2. Clarify may implement new versions, features or changes without prior consent from Customer.
  3. Availability can be recorded in an optional SLA.

5. Backups and continuity

  1. If agreed, Clarify periodically makes backups of Client data.
  2. Backups are kept according to internal retention periods, unless otherwise agreed.
  3. Clarify handles backups carefully, but does not guarantee complete recovery in the event of damage or data loss.

6. Security

  1. Clarify takes appropriate technical and organizational security measures to protect Client data.
  2. Customer is responsible for a secure password policy and user management.
  3. If there is any suspicion of abuse or security incidents, the Customer must report this immediately.

7. Use of the Service

Customer may not use the Service for:

  • storage or distribution of illegal or harmful content,
  • sending spam or malware,
  • reverse engineer, copy or distribute the Software,
  • activities that could cause damage to Clarify or third parties.

8. Ownership and Intellectual Rights

  1. All intellectual property rights in the Software remain the property of Clarify or its licensors.
  2. Customer only receives a non-exclusive, non-transferable right of use.
  3. A physical carrier or source code is never provided.

9. Liability

  1. Clarify is not liable for indirect damage such as consequential damage, loss of profit or loss of data.
  2. The total liability per contract year is limited to the annual invoice amount of the relevant Service.
  3. Clarify is not responsible for damage caused by incorrect settings, incorrect input or misuse by Users.
  4. Restoration of data or functionality is carried out on the basis of reasonableness and usual rates, unless damage can demonstrably be attributed to Clarify.

10. Processing of personal data (GDPR)

  1. Clarify processes personal data exclusively on behalf of the Customer.
  2. Customer is the controller; Clarify is a processor.
  3. A separate Processing Agreement is part of the service.
  4. Clarify may use sub-processors, provided they apply at least equivalent security standards.
  5. Clarify reports data breaches to the Customer in accordance with legal obligations.

11. Term and termination

  1. Agreements are entered into for the agreed period; failing that, one year applies.
  2. The agreement is tacitly extended each time for the same duration.
  3. Cancellation must take place in writing with a notice period of 3 months before the end of the current period.

12. End of the agreement & data exit

  1. Upon termination, Customer can request its data in a common format (e.g. CSV or JSON).
  2. Clarify permanently deletes the data within the agreed period after contract termination.
  3. Deletion can be confirmed if desired.

13. Rates & payment

  1. Unless otherwise agreed, subscription costs are invoiced annually in advance.
  2. If payment is not made on time, Clarify may suspend access to the Service.

14. Changes to Terms

  1. Clarify may change these terms and conditions.
  2. Changes will be announced at least 30 days in advance.
  3. If the Customer does not agree, he may cancel the agreement before the effective date of the changes.

15. Governing Law

This agreement is exclusively governed by Dutch law.