1.1 This agreement ("the Agreement") is entered into between Accounting Software Scandinavia AB (org. no. 559480-2463) ("the Provider") and you or your company ("the Customer").
1.2 The Provider develops and provides the Lerry.ai software for bookkeeping, accounting, auditing, tax, ongoing analysis, and related services, which is hosted on the Provider's servers and which the Customer can manage via the internet. The services for which the Customer pays are referred to below as "the Services."
1.3 This Agreement, together with these General Terms and Conditions, the Privacy Policy, and the Data Processing Agreement, governs the terms under which the Provider provides, and the Customer pays for, the Services.
"Connection Point": The point at which the Provider delivers the Services to a publicly available communications network.
"User": The person who, at any given time, has access to the Services as an employee or consultant of the Customer. Users also include the System Administrator.
"System Administrator": The person at the Customer who registers the company or other legal entity to enter into the Agreement and who is authorized to manage the Services.
"Services": The services provided by the Provider and which the Customer is entitled to use under this Agreement.
"Customer Data": The data that the Customer or its Users provide or generate through the use of the Services, or that results from the Provider's processing of such data.
"Territory": Sweden.
"Service Interruption": Material faults that render the Services unavailable to the Customer or the User. Service Interruptions must be reported to the Provider.
The Agreement enters into force when the Customer orders the Services. The term of the Agreement follows the payment period specified (monthly, quarterly, or annually). If the Customer has ordered different modules, the term begins when the first module is ordered. The Agreement is automatically renewed for the same period unless notice of termination is given in writing or via a feature in the Services at least one month before the end of the current term.
4.1 The Agreement covers the Services ordered by the Customer at the time of signing, as well as any additional services during the term of the Agreement.
4.2 The Provider undertakes to provide the Services at the Connection Point during the term of the Agreement and under the terms and conditions set forth in this Agreement. The Services shall be provided in a professional manner.
4.3 The Provider is responsible for the further development of the Services and shall independently decide on improvements or technical adjustments. The Provider has the right to change the Services or discontinue them entirely during the term of the Agreement. If such a change causes more than a minor inconvenience or increased costs for the Customer, the Customer has the right within thirty (30) days of the change taking effect, to terminate the part of the Services affected by the change.
4.4 The Provider provides support for software-specific issues related to the functionality of the Services.
4.5 Support does not include questions regarding the application of accounting rules, tax, technical issues outside the functionality of the Services, or corrections due to incorrect use.
Through this Agreement and in accordance with the terms herein, the Provider grants the Customer a non-exclusive, non-transferable license to use the Services within the Scope during the term of the Agreement and to allow Users to use the Services.
The System Administrator is authorized to act and on behalf of the Customer:
a) order additional Services,
b) add Users,
c) grant Users authorization to use the Services and provide login credentials,
d) appoint others to serve as System Administrators,
e) approve amendments and updates to this Agreement.
7.1 The Customer may only use the Services for their intended purpose and for lawful use.
7.2 This Agreement does not transfer copyright or other intellectual property rights to the Services to the Customer. The Customer may not copy, modify, or otherwise handle software or materials related to the Services.
7.3 Upon registration, the Customer must provide accurate information and notify the Provider of any changes. The Customer is responsible for keeping usernames and passwords secure and must immediately inform the Provider if unauthorized access is suspected. The Customer is liable for any unauthorized use of the Services.
7.4 The Customer agrees that the Services shall be used solely for lawful purposes and undertakes to indemnify the Provider against any claims from third parties arising in connection with the Customer's use.
7.5 The Customer is responsible for ensuring that the information entered into the Services does not violate applicable laws.
7.6 The Customer is responsible for ensuring that any third-party software (e.g., web browser, PDF reader, antivirus software, firewall) is correctly installed and allows traffic to the websites necessary for the Services to function.
8.1 If the Customer is an agency ("Agency"), in addition to the license under Section 5, the Agency also has the right and obligation to enter into agreements with its customers ("Agency Customers") regarding the use of the Services under corresponding terms.
8.2 The Provider is not directly liable to the Agency Customer—the Agency is liable to the Provider for ensuring that Agency Customers comply with the Agreement.
8.3 If the Agency orders Services for an Agency Customer, the Agency guarantees that it has the necessary authority and that all liability requirements are met.
8.4 The Agency shall ensure that the Provider can obtain damages from the Agency Customer in the event of intellectual property infringement, unlawful acts, or gross negligence on the part of the Agency Customer.
9.1 Unless otherwise agreed, the prices published on Lerry.ai at the time of entering into the Agreement shall apply.
9.2 The Provider has the right to increase the fee if cost increases are caused by external factors (e.g., currency fluctuations, taxes, or similar). For other fee increases, the Customer shall be notified no later than 30 days before they take effect.
9.3 Fixed fees are billed in advance according to the selected billing period (monthly, quarterly, or annually). Recurring costs are based on usage and billed in arrears. Payment terms: 30 days net.
9.4 A reminder fee will be charged for late payments.
9.5 Upon termination, fees that have already been paid will not be refunded.
The Provider undertakes to provide the Services 24 hours a day, with the exception of scheduled maintenance ("Agreed Hours"), and with the availability levels set forth below.
| Availability per Quarter | Fault reporting | Service Hours |
|---|---|---|
| 99.6% | All days 00:00–24:00 | Business days, Mon–Fri 9:00–17:00 |
Less than 94.4% availability constitutes a material breach of contract and entitles the Customer to terminate the Agreement with immediate effect and claim damages in accordance with Section 11. Availability is measured as follows: A = (P − F) × 100 / P, where A = availability in %, P = Agreed Hours in minutes, and F = Service Interruption in minutes (critical faults that render the Service unavailable and that have been reported as critical).
Service Hours refer to business days (Monday – Friday 9:00–17:00), during which the Provider guarantees to initiate and resolve service disruptions.
Fault reports are prioritized as follows:
| Priority | Start of problem analysis |
|---|---|
| Critical | Immediate |
| High | Immediate |
| Medium | Within 8 hours |
| Low | No commitment |
11.1 If there is a fault in the Services such that Customer Data is processed incorrectly, the Provider undertakes, as soon as circumstances require and taking into account the nature of the fault, to reprocess the Customer Data at its own expense.
11.2 The above applies only if (i) the Customer has fulfilled its obligations under Section 7; (ii) the fault was reported within 30 days; (iii) the Customer has provided the necessary information for the reprocessing.
11.3 This is, in addition to Section 10, the Provider's sole liability for faults in the Services.
12.1 The Customer shall compensate the Provider for any damage arising from the Customer's or the User's negligent use or breach of the Agreement.
12.2 Beyond what is stated in Sections 10 and 11, the Provider has no liability for the functionality or quality of the Services.
12.3 The Provider is not liable for failure to meet the availability level if the cause is (a) the User's equipment or software, (b) a virus or attack on the User's security, (c) circumstances beyond the Provider's control, such as communication failures or third-party services, (d) a cyberattack, or (e) force majeure.
12.4 The Provider is not liable for third-party applications provided through the Services other than to the extent that they are fully integrated and it has been expressly stated that the Provider is responsible for them.
13.1 With regard to the processing of personal data in the Services, the Data Processing Agreement (DPA) applies.
13.2 The "Data Controller" is the Customer. The "Data Processor" is the Provider. If the Customer is an Agency, the division of responsibilities in Section 8 shall apply.
14.1 The Provider may not use Customer Data other than in accordance with these terms and conditions.
14.2 The Provider may use Customer Data (and the Agency shall ensure corresponding rights from its customers) for statistics, development of the Services, and marketing to a reasonable extent.
14.3 The Provider may transfer Customer Data to group companies, suppliers, or partners to deliver or develop the Services or to market related services.
14.4 The Customer shall ensure that Customer Data is free from malicious code.
14.5 The Customer shall indemnify the Provider for any damages arising from Customer Data infringing intellectual property rights or other rights or violating applicable law.
14.6 Upon termination of the Agreement, the Customer is responsible for exporting data needed for future use.
14.7 After the termination of the Agreement, Customer Data will be stored for 90 days; thereafter, any remaining material may be deleted by the Provider.
14.8 The Provider's liability for Customer Data is limited in accordance with Section 11.
15.1 Authentication and encryption: All data communication is conducted via SSL. Passwords are stored in encrypted form. Automatic logout is provided.
15.2 Server Environment: A 24/7 monitored data environment with redundancy in power, fire, and climate systems, as well as restricted physical access.
15.3 Systems and Backup: Daily full backups, physical separation, firewalls, and continuous virus scanning.
15.4 Confidentiality: Only authorized key personnel have access, and all personnel are bound by confidentiality agreements.
If the Customer suffers damage due to deficiencies in the Provider's data security, negligence, or errors on the part of the Provider's suppliers, only direct damage shall be compensated in accordance with Section 17.
The Provider's liability is limited in all cases to one price base amount. To be eligible for compensation, a claim must be filed within two months of the damage being discovered or should have been discovered. No compensation is provided for indirect damages, such as loss of profits.
18.1 The parties agree not to disclose confidential information to third parties during the term of the agreement or thereafter without the other party's consent.
18.2 The Provider may disclose confidential information to group companies, partners, and suppliers to the extent necessary to deliver or develop the Services or to market related services.
19.1 The Provider may market the fact that the Customer uses the Services.
19.2 The Provider may market its own or its partners' related services within the scope of Section 14 and applicable law.
19.3 All marketing via the Services or email shall include an option to unsubscribe.
20.1 A Party has the right to terminate the Agreement with immediate effect in the event of a material breach of contract that is not remedied within 30 days of a written notice, or in the event of insolvency, liquidation, or a similar situation.
20.2 In the event of late payment, the Provider may temporarily suspend access until all overdue amounts have been paid.
20.3 The form of notice of termination is set forth in Section 24.
20.4 The right to use the Services ceases as of the date of termination. Deletion of Customer Data in accordance with Section 14.
The Provider has the right to amend the Agreement without prior consent. The Customer will be notified of material adverse changes at least 30 days prior to their effective date and may then terminate the Agreement no later than 14 days prior to the effective date.
The Customer may not assign the Agreement or rights hereunder to a third party without the Provider's written consent. The new party must accept the terms of the Agreement in writing.
23.1 In the event of conflicting instructions from the Customer's authorized representatives, the Provider may request written instructions from the Customer's board of directors before taking action.
23.2 If the Customer is an Agency, the same applies in the event of conflicting instructions between the Agency and the Agency Customer.
24.1 The Provider shall send notices via the Services, email, or mail to the address provided by the Customer.
24.2 Notices are deemed received no later than three (3) days after mailing, or immediately upon delivery via email or through the Services.
24.3 The Customer shall keep their contact information up to date in the Services.
24.4 Notifications from the Customer shall be sent via the specified support channels.
25.1 This agreement shall be governed by the substantive law of Sweden.
25.2 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 arbitration in accordance with the Rules for Expedited Arbitrations of the SCC Arbitration Institute. The language to be used in the arbitral proceedings shall be English. The place of arbitration shall be Stockholm, Sweden.