Snapshot 57798
Normalized text
Scripts and page chrome removed; this is what change detection compares.
General Terms and Conditions
The Agreement contains the general terms and conditions that apply to all Order
Forms, free trials or other forms of use of the software and services of:
FinDock B.V., a corporation with limited liability under the laws of the Netherlands,
registered with the Chamber of Commerce under number 60932317, whose
registered office is at De Bleek 7, 3447 GV Woerden, The Netherlands, hereby validly
represented by Mr. B. Visser, (hereinafter referred to as: "FinDock" or “Supplier”)
Clause 1. Definitions
1.1 Capitalized terms shall have the meaning given to them in this clause:
Active Contact a Salesforce contact record that has any new payment
data related during a calendar month.
Affiliates any current or future worldwide entity that directly or
indirectly is in Control of, is controlled by, or is under
common Control with either party. “Control,” for
purposes of this definition, means direct or indirect
ownership or control of more than 50% of the voting
interests of the subject entity.
Agreement the Order Form together with the Terms and
Conditions and the DPA.
Billing Date the date on which FinDock sends its invoice.
Billing Period the period between two Billing Dates.
Content information obtained by FinDock from third party
content providers and made available to Customer
through the Service.
Customer in the case of an individual accepting the Order Form
on his or her own behalf, such individual, or in the case
of an individual accepting the Order Form on behalf of
a company or other legal entity, the company or other
legal entity for which such individual is accepting the
Order Form, and Affiliates of that company or entity (for
so long as they remain Affiliates) which have entered
into Order Forms.
Customer Data electronic data and information submitted by or for
Customer to the Service, excluding Content.
Documentation the Service’s fact sheet and service level standard, as
updated from time to time, which are accessible via
www.findock.com/factsheet, www.findock.com/sls and
www.findock.com/psp.
FinDock - General Terms & Conditions, February, 2026
1 / 16
DPA the Data Protection Addendum, which can be found on
https://www.findock.com/legal.
Terms and Conditions these general terms and conditions.
FinDock Technology all of FinDock’s proprietary technology (including
software, products, processes, algorithms, user
interfaces, know-how, techniques, designs and other
tangible or intangible technical material or information)
made available to Customer by FinDock in providing
the Service.
Intellectual Property all (future) right, title, and interest, including, without
limitation, all copyrights, patents, trademarks, trade
secrets, other intellectual property rights related to the
software, source codes, products, programs, knowhow,
concepts, techniques, inventions, and designs.
License Term the term between the order start date and the order
end date as specified in the Order Form.
Malicious Code code inserted in a software system or web script
intended to cause undesired effects, security breaches,
or damage to a system.
Monthly/Unit Price The prices shown on the Order Form.
Order Form an ordering document specifying the Service to be
provided hereunder that is entered into between
Customer and FinDock or any of their Affiliates,
including any addenda and supplements thereto. By
entering into an Order Form hereunder, an Affiliate
agrees to be bound by the terms of the Agreement as if
it were an original party hereto.
Order End Date The end date specified in the Order Form.
Order Start Date The start date specified in the Order Form.
PayLink Transaction a successfully actioned PayLink. This is counted every
time a payment is successfully initiated by the
end-customer on a FinDock PayLink page.
Products the products as described on the Order Form.
Purchased Service means the Service that Customer or Customer’s Affiliate
purchases under an Order Form as distinguished from
the Service pursuant to a free trial.
Service the activation and provision of the Products which are
part of the Purchased Service or a free trial, as the case
may be, as described in the Documentation.
Salesforce a cloud-based customer relationship management
solution that operates via the website
www.salesforce.com.
FinDock - General Terms & Conditions, February, 2026
2 / 16
Support the support given by FinDock under the license, as
agreed with the Customer and as described in the
service level standard which can be found on
www.findock.com/sls, as updated from time to time.
Total Price The total price specified in the order form
Transaction a payment record in the FinDock data model in the
‘cpm__Payment__c’ object.
User in the case of an individual accepting these terms on
his or her own behalf, such individual, or, in the case of
an individual accepting the Agreement on behalf of a
company or other legal entity, an individual who is
authorized by Customer to use the Service.
Users may include, for example, employees, consultants
and contractors of Customer. Unless otherwise defined
on the Order Form, all FinDock products are offered
with an unlimited number of Users.
Volume the number of Active Contacts, PayLink Transactions,
Transactions and any other forms of payment through
the Service.
1.2 Words importing the singular include the plural and vice versa, words
importing a gender include every gender.
1.3 The headings in these Terms and Conditions are inserted for convenience only
and shall not affect the interpretation or construction of this document
Clause 2. FinDock’s responsibilities
2.1 Subject to Customer paying all fees set out in Order Forms, FinDock grants
Customer a non- exclusive, non-transferable, worldwide right to use the
Service for the License Term, solely for Customer’s own internal business
purposes, subject to the terms and conditions of the Agreement. All rights not
expressly granted to Customer are reserved by FinDock and its licensors.
2.2 FinDock will:
a. make the Service and Content available to Customer pursuant to the
Agreement, and the applicable Order Forms and Documentation;
b. provide applicable FinDock standard Support for the Purchased Service to
Customer at no additional charge, and/or upgraded Support if purchased;
c. use commercially reasonable efforts to make the online Purchased Service
available 24 hours a day, 7 days a week, except for:
(i) (un)planned downtime of Customer's Salesforce environment
(ii) planned downtime of FinDock, of which FinDock shall give advance
electronic notice, and
FinDock - General Terms & Conditions, February, 2026
3 / 16
(iii) any
unavailability caused by circumstances beyond FinDock’s
reasonable control and in case of force majeure as stipulated in Clause
10, and
d. provide the Service in accordance with applicable laws and government
regulations, and subject to Customer’s use of the Service in accordance
with the Agreement and the Documentation.
Clause 3. Use of service
3.1 Customer is responsible for all activity occurring under Customer’s use of the
Service and shall abide by all applicable local, state, national and foreign laws,
treaties and regulations in connection with Customer’s use of the Service,
including but not limited to those related to data privacy, international
communications and the transmission of technical or personal data.
3.2 Customer will:
a. be responsible for Users’ compliance with the Agreement and Order
Forms,
b. be responsible for the accuracy, quality and legality of Customer Data, the
means by which Customer acquired Customer Data, and Customer’s use
of Customer Data with the Services,
c. prevent unauthorized access to or use of Services, and notify FinDock
promptly of any such unauthorized access or use and
d. use Services only in accordance with the Agreement and applicable laws
and government regulations.
Any use of the Services in breach of the foregoing by Customer or Users that
in FinDock’s judgment threatens the security, integrity or availability of
FinDock’s services, may result in FinDock’s immediate suspension of the
Services, however, to the extent feasible, FinDock will use commercially
reasonable efforts to provide notice to Customer before any such suspension.
3.3 In order to use the Service Customer must have access to a Salesforce
environment, of Enterprise Edition or higher, to use the Service. Customer will
be responsible for procuring and maintaining this Salesforce environment
directly with Salesforce.com and Customer will ensure that such agreement
with Salesforce remains in force during the License Term. Customer is
responsible for all settings (including administrator settings) in relation to the
Salesforce environment and Customer will be responsible for the
consequences of those settings on the Service.
3.4 Customer is responsible for contracting the required payment service
providers in order to use the Service as described in the Documentation
(www.findock.com/psp).
3.5 Customer will not:
a. make the Service or Content available to anyone other than Customer or
Users, or use the Service or Content for the benefit of anyone other than
FinDock - General Terms & Conditions, February, 2026
4 / 16
Customer or its Affiliates, unless expressly stated otherwise in an Order
Form or the Documentation,
b. sell, resell, license, sublicense, distribute, make available, rent or lease the
Service or Content, or include the Service or Content in a service bureau or
outsourcing offering,
c. use the Service to store or transmit infringing, libellous, or otherwise
unlawful or tortious material, or to store or transmit material in violation of
third-party privacy rights,
d. use the Service to store or transmit Malicious Code,
e. interfere with or disrupt the integrity or performance of the Service or
third-party data contained therein,
f. attempt to gain unauthorized access to the Service or Content or its
related systems or networks,
g. permit direct or indirect access to or use of the Service or Content in a way
that circumvents a contractual usage limit, or use the Service to access or
use any of FinDock’s intellectual property except as permitted under the
Agreement or the Documentation,
h. modify, copy, or create derivative works based on the Service or any part,
feature, function or user interface thereof,
i. copy Content except as permitted herein or in an Order Form or the
Documentation,
j. frame or mirror any part of the Service or Content, other than framing on
Customer's own intranets or otherwise for its own internal business
purposes or as permitted in the Documentation,
k. except to the extent permitted by applicable law, disassemble, reverse
engineer, or decompile the Service or Content or access it to
(i) build a competitive product or service,
(ii) build a product or service using similar ideas, features, functions or
graphics of the Service,
(iii) copy any ideas, features, functions or graphics of the Service or any
other Intellectual Property, or
(iv) determine whether the Service is within the scope of any patent.
l. specifically with respect to the use of artificial intelligence (and without
limiting the generality of the foregoing restrictions):
(i) input, upload, transmit or otherwise provide any portion of the Service,
including but not limited to source code, object code, data, or outputs,
into any artificial intelligence machine learning, or similar automated
system for any purpose;
(ii) use the Service, or any data derived from the Service, to train, develop,
or improve any artificial intelligence, machine learning models, or
similar technologies; or
FinDock - General Terms & Conditions, February, 2026
5 / 16
(iii)create derivative works of the Service through any
artificial-intelligence-based processing or analysis.
3.6 FinDock reserves the right, without liability or prejudice to its other rights, to
disable Customer’s access to any material or aspect of the Service, or the
entire Service in the event that Customer breaches one of the provisions of
clause 3.2 and/or 3.5.
Clause 4. Fees and payment
4.1 Customer will pay all fees specified in Order Forms. Except as otherwise
specified herein or in an Order Form,
a. payment obligations are non-cancellable and fees paid are
non-refundable,
b. payment of the fees shall be made without any (recourse to) discount,
suspension or offsetting and
c. Fees are exclusive of any taxes, duties or tariffs, and may be indexed
annually, after renewal of a License Term, based on the Year on Year
Consumer Price.
4.2 In addition to the price indexation as stipulated in clause 4.1c, FinDock shall be
entitled to an increase of the fees payable under the Order Form once a year
on or after renewal of a License Term and in any case by a maximum of 5% of
the fees.
4.3 Notwithstanding any increases in accordance with clauses 4.1c and 4.2,
FinDock is entitled to increase the fees payable after notifying the Customer,
provided that the increased fees shall only apply in relation to Order Forms
made on or after the date of the notification.
4.4 Unless stipulated otherwise in the Order Form, all fees and charges due will be
invoiced in advance and payable within 30 days of the Billing Date. Customer
shall provide FinDock with complete and accurate billing and contact
information, including business name, registered company name, address,
and contact details of an authorized billing contact. Customer shall notify
FinDock immediately in writing of any change to this information.
4.5 The Monthly/Unit Price shown on the Order Form is rounded to three decimal
places for display purposes. Actual price may be up to eight decimal places.
The totals for that specific order have been calculated using the actual price,
rather than the Monthly/Unit Price shown on the Order Form, and are the true
and binding totals for that specific order.
4.6 FinDock may monitor and review Customer’s use of FinDock Active Contact
subscriptions, FinDock PayLink Transactions and/or FinDock Transaction
subscriptions at any time through the Service. Customer will be invoiced for
the Billing Period prior to this Billing Date for the respective number of Active
Contacts, PayLink Transactions and/or FinDock Transactions that exceed the
contractual agreed Volume. The excess will be calculated as follows: the
FinDock - General Terms & Conditions, February, 2026
6 / 16
contractual exceeding Active Contacts, FinDock Transactions, or PayLinks
respectively are calculated based on the overusage price mentioned on the
Order Form, times the number of Active Contacts, FinDock Transactions, or
PayLinks respectively, exceeding the average monthly agreed volume within
the Billing Period prior to the Billing Date; If no specific overusage price is
listed on the Order Form, the listed Unit Price is used as overusage price.
4.7 Unless FinDock, in its sole discretion, decides otherwise:
a. entities with headquarters and a majority of Users resident in the United
States will be billed in U.S. dollars (US$) and subject to U.S. payment terms
and pricing schemes;
b. entities with headquarters and a majority of Users resident in Europe will
be billed in Euro’s (EUR) and subject to Dutch payment terms and pricing
schemes;
c. entities with headquarters and a majority of Users resident in the United
Kingdom will be billed in Great British Pounds (GBP£) and subject to UK
payment terms and pricing schemes; and
d. all other entities will be billed in such currency and subject to such
payment terms as FinDock shall in its sole discretion determine.
4.8 If Customer believes FinDock’s invoice is incorrect, Customer must contact
FinDock in writing within 30 days of the invoice date of the invoice in question
to be eligible to receive an adjustment or credit. After this period, the invoice is
considered accepted by Customer. Notwithstanding this, Customer shall not
be entitled to set-off or withhold any payments due to FinDock under the
Agreement, under any circumstances.
4.9 In addition to any other rights it may have, FinDock reserves the right to
suspend Customer’s access to the Service if Customer fails to pay any invoice
within 30 days of receiving notice that payment is overdue. In addition, if
Customer fails to pay an invoice by the applicable due date established in
Clause 4.4, in addition to all other remedies available under the Agreement or
at law (which FinDock does not waive by the exercise of any right under this
Clause 4.9), any overdue amount shall accrue interest at a rate of 1.5% per
month (or the maximum rate permitted by applicable law, if lower), calculated
on a daily basis from the payment due date until the date payment is received
in full. Such amount shall be payable to FinDock in addition to the full
amount of any overdue payment.
Clause 5. Intellectual Property rights (IP), Customer Data and personal data
5.1 Customer acknowledges and agrees that all Intellectual Property in the
Services in any medium or any improvements, extensions, modifications, or
derivative works thereto, are the sole and exclusive property of FinDock and its
Affiliates. Customer does not acquire any right, title and/or proprietary interest
FinDock - General Terms & Conditions, February, 2026
7 / 16
in the Services and nothing in the Agreement shall constitute an assignment
of any such rights.
5.2 Customer may only use the Service in accordance with the terms agreed and
expressly granted to Customer herein. Customer may not copy, modify, make
derivative works of, reverse engineer, decompile, dissemble, disclose or use
(any part of) the Services in any medium or any improvements, extensions,
modifications, or derivative works thereto, in any way that infringes the
(intellectual property) rights or proprietary interests of FinDock or any third
party and shall not create/produce any software solution that competes with
the Services or any other product or service of FinDock and its Affiliates.
Customer’s use of the Software, Services and information must comply with
all applicable laws and regulations.
5.3 Customer grants a worldwide, perpetual, irrevocable, royalty-free license to
FinDock to use and incorporate into the Services any suggestion,
enhancement request, recommendation, correction or other feedback
provided by Customer relating to the operation of the Services.
5.4 Upon termination of the Agreement for whatever reason, Customer shall
forthwith cease and keep ceased using the Intellectual Property rights or any
related rights in the Services or any improvements, extensions, modifications,
or derivative works thereto of FinDock.
5.5 FinDock acknowledges that it does not own any Customer Data. Customer
shall have sole responsibility for the accuracy, quality, integrity, legality,
reliability, appropriateness, and for obtaining the right to use all Customer
Data. Customer warrants that Customer has obtained all rights and consents
necessary for FinDock to process the Customer Data in accordance with the
Agreement.
5.6 Customer is responsible to store, maintain and back-up Customer Data, using
the facilities of Customer’s Salesforce environment or other facilities. FinDock
shall not be responsible or liable when Customer, or Customer’s
subcontractors, delete, correct, destruct, damage or lose any Customer Data.
5.7 Customer agrees and acknowledges that FinDock has no obligation to retain
Customer Data and that such Customer Data may be irretrievably deleted if
Customer’s account is 30 days or more delinquent.
5.8 To the extent that FinDock processes any personal data (as defined in the
DPA) contained in Customer Data, on Customer’s behalf, in the provision of
the Service, the terms of the DPA, which are hereby incorporated by
reference, shall apply and the parties agree to comply with such terms.
Clause 6. Confidentiality
6.1 “Confidential Information” means all confidential information of a party
(“Disclosing Party“) disclosed to the other party (“Receiving Party“), whether
orally or in writing, that is designated as confidential or that reasonably should
FinDock - General Terms & Conditions, February, 2026
8 / 16
be understood to be confidential given the nature of the information and the
circumstances of disclosure, which shall include the existence and terms of
the Agreement (including pricing and other terms reflected in all Order Forms
hereunder), the Customer Data, the Service, Content, business and marketing
plans, knowhow, technology and technical information, product designs, and
business processes. Confidential Information shall not include any information
that:
a. is or becomes generally known to the public without breach of any
obligation owed to the Disclosing Party;
b. was known to the Receiving Party prior to its disclosure by the Disclosing
Party without breach of any obligation owed to the Disclosing Party;
c. was independently developed by the Receiving Party without breach of
any obligation owed to the Disclosing Party;
d. is received from a bona fide third party without breach of any obligation
owed to the Disclosing Party; or
e. any disclosure required by law.
6.2 The Receiving Party shall not disclose or use any Confidential Information of
the Disclosing Party for any purpose outside the scope of the Agreement,
except with the Disclosing Party’s prior written permission.
6.3 Each party agrees to protect the confidentiality of the Confidential
Information of the other party in the same manner that it protects the
confidentiality of its own confidential information of like kind (but in no event
using less than reasonable care). Neither party will disclose the terms of the
Agreement or any Order Form to any third party other than its Affiliates, legal
counsel and accountants without the other party’s prior written consent,
provided that a party that makes any such disclosure to its Affiliate, legal
counsel or accountants will remain responsible for such Affiliate’s, legal
counsel’s or accountant’s compliance with this “Confidentiality” clause.
Notwithstanding the foregoing, FinDock may disclose the terms of the
Agreement and any applicable Order Form to a contractor to the extent
necessary to perform FinDock’s obligations under the Agreement, under
terms of confidentiality materially as protective as set forth herein.
6.4 If the Receiving Party is compelled by law to disclose Confidential Information
of the Disclosing Party, it shall provide the Disclosing Party with prior written
notice of such compelled disclosure (to the extent legally permitted) and
reasonable assistance, at the Disclosing Party’s cost, if the Disclosing Party
wishes to contest the disclosure. If the Receiving Party is compelled by law to
disclose the Disclosing Party’s Confidential Information as part of a civil
proceeding to which the Disclosing Party is a party, and the Disclosing Party is
not contesting the disclosure, the Disclosing Party will reimburse the
Receiving Party for its reasonable cost of compiling and providing secure
access to that Confidential Information.
FinDock - General Terms & Conditions, February, 2026
9 / 16
6.5 If the Receiving Party discloses or uses (or threatens to disclose or use) any
Confidential Information of the Disclosing Party in breach of confidentiality
protections hereunder, the Disclosing Party shall have the right, in addition to
any other remedies available to it, to seek injunctive relief.
Clause 7. Representations, warranties, exclusive remedies and disclaimers
7.1 The Service, Content, other FinDock Technology, and derivatives thereof may
be subject to export laws and regulations of the United States and other
jurisdictions. FinDock and Customer, on behalf of itself and each of its Users,
each represent that it is not named on any U.S. government denied-party list,
including, but not limited to, the U.S. Department of Treasury Office of Foreign
Asset Controls Specially Designated Nationals and Blocked Persons list.
Customer will not permit any User to access or use the Service or Content in a
U.S.-embargoed country or region or in violation of any U.S. export law or
regulation.
7.2 FinDock warrants that during an applicable subscription term the Service will
perform materially in accordance with the applicable Documentation. For any
breach of this warranty, Customer’s exclusive remedies are those described in
the “Term and Termination” clause below.
7.3 EXCEPT AS EXPRESSLY PROVIDED HEREIN, NEITHER PARTY MAKES ANY
WARRANTY OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR
OTHERWISE, AND EACH PARTY SPECIFICALLY DISCLAIMS ALL IMPLIED
WARRANTIES, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTY
OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR
NON-INFRINGEMENT, TO THE MAXIMUM EXTENT PERMITTED BY
APPLICABLE LAW. PILOT SERVICES, BETA SERVICES AND CONTENT ARE
PROVIDED “AS IS,” AND AS AVAILABLE EXCLUSIVE OF ANY WARRANTY
WHATSOEVER.
7.4 OTHER THAN AS EXPRESSLY PROVIDED IN THESE TERMS AND CONDITIONS,
THE SERVICE AND CONTENT IS PROVIDED ON AN “AS IS” BASIS AND ALL
CONDITIONS, REPRESENTATIONS AND WARRANTIES, WHETHER EXPRESS,
IMPLIED, STATUTORY OR OTHERWISE, ARE EXCLUDED TO THE FULL EXTENT
PERMISSIBLE BY LAW.
Clause 8. Indemnification
8.1 FinDock shall indemnify and hold Customer harmless from and against any
and all claims, costs, damages, losses, liabilities and expenses (including
reasonable attorneys’ fees and costs) arising out of or in connection with a
claim alleging that the Service directly infringes the Intellectual Property
rights of a third party, provided that Customer:
a. promptly gives written notice of the claim to FinDock;
FinDock - General Terms & Conditions, February, 2026
10 / 16
b. gives FinDock sole control of the defense and settlement of the claim
(provided that FinDock may not settle or defend any claim unless it
unconditionally releases Customer of all liability);
c. provides to FinDock all available information and assistance; and
d. has not compromised or settled such claim.
8.2 Customer shall indemnify and hold FinDock, its licensors and each such
party’s parent organizations, subsidiaries, affiliates, officers, directors,
employees, attorneys and agents harmless from and against any and all
claims, costs, damages, losses, liabilities and expenses (including reasonable
attorneys’ fees and costs) arising out of or in connection with:
a. a claim alleging that use of the Customer Data infringes the rights of, or
has caused harm to, a third party,
b. a breach of Customer's representations and warranties in the Agreement;
or
c. a claim arising from the breach by Customer or Customer's Users of the
Agreement,
provided in any such case that FinDock:
(i) gives written notice of the claim promptly to Customer;
(ii) gives Customer sole control of the defence and settlement of the claim
(provided that Customer may not settle or defend any claim unless
Customer unconditionally releases FinDock of all liability and such
settlement does not affect FinDock’s business or Service);
(iii) provides to Customer all available information and assistance; and
(iv) has not compromised or settled such claim.
Clause 9. Limitation of liability
9.1 In no event shall FinDock, its Affiliates, employees, agents and subcontractors
be liable to Customer pursuant to clause 8.1 to the extent that the alleged
infringement is based on:
a. Modification of the Service or Content by anyone other than FinDock (save
where such modification was consented to by FinDock in writing), or
b. Customer’s use of the Service or Content in a manner contrary to the
written instructions given to Customer by FinDock, or
c. Customer’s use of the Service or Content after written notice of the alleged
or actual infringement from FinDock or any appropriate authority was
provided to Customer.
9.2 FinDock is not responsible for any delays, delivery failures, or any other loss or
damage resulting from the transfer of data over communications networks
and facilities, including the internet, that are not provided by FinDock or any
of its subcontractors. Customer acknowledges that the Service and Content
may be subject to limitations, delays and other problems inherent in the use
of such communications facilities.
FinDock - General Terms & Conditions, February, 2026
11 / 16
9.3 FinDock will not be responsible for, and shall have no liability for, any loss or
damage caused by third party services used by Customer, such as financial
services providers and payment services providers.
9.4 FinDock will not be responsible for, and shall have no liability for, any loss or
damage caused by the loss of access to, the diminished use of or any other
issues related to the use of the Salesforce platform.
9.5 THE AGGREGATE LIABILITY OF FINDOCK WITH ALL OF ITS AFFILIATES SHALL
NOT EXCEED THE TOTAL AMOUNT PAID BY CUSTOMER AND ITS AFFILIATES
HEREUNDER FOR THE SERVICE GIVING RISE TO THE LIABILITY IN THE
TWELVE MONTHS PRECEDING THE FIRST INCIDENT OUT OF WHICH THE
LIABILITY AROSE WITH A MAXIMUM OF EUR 100.000,-.THE FOREGOING
LIMITATION WILL APPLY WHETHER AN ACTION IS IN CONTRACT OR TORT,
BUT WILL NOT LIMIT CUSTOMER'S AND ITS AFFILIATES' PAYMENT
OBLIGATIONS UNDER THE "FEES AND PAYMENT" CLAUSE ABOVE.
9.6 IN NO EVENT WILL EITHER PARTY OR ITS AFFILIATES HAVE ANY LIABILITY
ARISING OUT OF OR RELATED TO THE AGREEMENT FOR ANY LOST PROFITS,
REVENUES, GOODWILL, OR INDIRECT, SPECIAL, INCIDENTAL,
CONSEQUENTIAL, COVER, BUSINESS INTERRUPTION OR PUNITIVE
DAMAGES, WHETHER AN ACTION IS IN CONTRACT OR TORT. THE
FOREGOING DISCLAIMER WILL NOT APPLY TO THE EXTENT PROHIBITED BY
LAW.
9.7 Upon termination of the Agreement for whatever reason, FinDock shall not be
liable to Customer for any compensation, damages, reimbursements, loss of
prospective or anticipated profits of Customer.
9.8 Any claim for compensation will expire one year after the date on which
Customer became aware of the damage and the possibility of FinDock’s
liability for the damage.
9.9 For the avoidance of doubt, these limitations apply to all claims for
compensation, whatever their legal basis and therefore including claims
based on or in connection with an indemnity, warranty or representation by
FinDock.
Clause 10. Force majeure
10.1 Each party shall be excused from performance in terms of the Agreement for
any period and to the extent that it is prevented from performing any
obligations pursuant to the Agreement, in whole or in part, as a result of a
force majeure event (as described in clause 10.2 below).
10.2 Neither party shall be liable for any default or delay in the performance of its
obligations in terms of the Agreement if and to the extent that:
a. such default or delay is caused, directly or indirectly, by fire, flood,
earthquake, elements of nature or acts of God, riots, pandemic, epidemic,
civil disorders, rebellions or revolutions in any country, strike or other labor
FinDock - General Terms & Conditions, February, 2026
12 / 16
problem (other than one involving FinDock employees), Internet service
provider failure or delay or denial of service attack, changes in relevant
local legislation in any country or any other cause beyond the reasonable
control of such party;
b. the non-performing party is without fault in causing such default or
delay;
c. such default or delay could not have been prevented by reasonable
precautions; and
d. such default or delay cannot reasonably be circumvented by the
non-performing party through the use of alternate sources, workaround
plans or other means.
10.3 In the event that a force majeure as stipulated in this Clause 10 is responsible
for a party’s failure to perform (part of) its obligations under the Agreement, or
for a delay in performing those obligations, such party shall give notice to the
other party upon it being foreseen by, or becoming known to, that party. If the
parties agree that such force majeure conditions exist, the performance of the
Agreement will be suspended. parties can optionally decide, with mutual
consent, to an adjustment of the scope of the Agreement for a specific period
of time. If the force majeure has lasted longer than thirty (30) calendar days,
the other party shall be entitled to terminate the Agreement by written notice
to the non-performing party with immediate effect and without recourse to
the courts.
Clause 11. Term and termination
11.1 The Agreement commences on the date Customer signs the Agreement and
continues until all subscriptions hereunder have expired or have been
terminated, upon which the Agreement automatically comes to an end.
11.2 The term of each subscription shall be as specified in the applicable Order
Form. Except as otherwise specified in an Order Form, subscriptions will
automatically renew for additional periods equal to the expiring subscription
term or one year (whichever is shorter), unless either party gives the other
written notice (email acceptable) at least 30 days before the end of the
relevant subscription term. Except as expressly provided in the applicable
Order Form, renewal of discounted or one-time priced subscriptions will be at
FinDock’s applicable list price in effect at the time of the applicable renewal.
Notwithstanding anything to the contrary, any renewal in which the Volume
or subscription length for the Service has decreased from the prior term will
result in re-pricing at renewal without regard to the prior term’s per-unit
pricing.
11.3 Either party may terminate the Agreement or reduce the Volume effective
only upon the expiration of the then current License Term, by notifying the
other party in writing at least thirty (30) days prior to the expiry of the License
FinDock - General Terms & Conditions, February, 2026
13 / 16
Term. In the case of free trials, notifications provided through the Service
indicating the remaining number of days in the free trial shall constitute
notice of termination.
11.4 Without affecting any other right or remedy available to it, either party may
terminate the Agreement with immediate effect by giving written notice to
the other party if:
a. the other party commits a material breach of any other term of the
Agreement which breach is irremediable or (if remediable) fails to remedy
that breach within 30 days of being notified in writing to do so, or
b. an order is made or a resolution is passed for the winding up of the other
party, a provisional liquidator is appointed in respect of the other party, an
administration order is made in respect of the other, a receiver is
appointed in respect of the other or all or any of its assets, or any event
occurs, or proceeding is taken, with respect to the other party in any
jurisdiction to which it is subject that has an effect equivalent or similar to
any of the aforementioned events, or
c. the other party suspends or ceases, or threatens to suspend or cease,
carrying on all or a substantial part of its business.
11.5 FinDock may terminate the Agreement with immediate effect by giving
written notice to Customer if Customer fails to pay any amount due under the
Agreement on the due date for payment and remains in default not less than
30 days after being notified in writing to make such payment.
11.6 FinDock may terminate a free account at any time in its sole discretion.
11.7 On termination of the Agreement for any reason:
a. all applicable Active Contacts and PayLink Transactions and the license
granted shall immediately terminate; and
b. any rights, remedies, obligations or liabilities of the parties that have
accrued up to the date of termination, including the right to claim
damages in respect of any breach of the Agreement which existed at or
before termination shall not be affected or prejudiced.
Clause 12. Publicity
12.1 FinDock may display Customer’s name and logo on its website identifying
Customer as a subscriber of FinDock.
12.2 FinDock may issue a press release identifying Customer as a subscriber of
FinDock. FinDock will inform Customer of the fact that it will issue a press
release as well as about it contents before such press release is being issued.
12.3 FinDock will, at the first request of Customer, remove all references on its
website identifying Customer as a subscriber of FinDock.
Clause 13. Miscellaneous
FinDock - General Terms & Conditions, February, 2026
14 / 16
13.1 If the Order Form is executed by Customer and/or returned to FinDock by
Customer after the Order Start Date, FinDock may adjust the Order Start Date
and Order End Date, without increasing the Total Price, based on the date
FinDock activates the products and provided that the total term does not
change. Following activation, any adjustments to such Order Start Date and
Order End Date may be confirmed by contacting Customer Service.
13.2 The Agreement is the entire agreement between FinDock and Customer
regarding Customer’s use of the Service and Content and supersedes all prior
and contemporaneous agreements, proposals or representations, written or
oral, concerning its subject matter. The parties agree that any term or
condition stated in a Customer purchase order or in any other Customer order
documentation (excluding Order Forms) is void. In the event of any conflict or
inconsistency among the following documents, the order of precedence shall
be:
(i) the applicable Order Form,
(ii) these Terms and Conditions,
(iii) the DPA, and
(iv) the Documentation.
13.3 This Agreement has been drawn up in English. Any correspondence, including
notices and amendments, made under this Agreement shall be in the English
language.
13.4 Except as otherwise specified in the Agreement, parties agree that any
notices and amendments required or permitted to be given by either party to
the other under the Agreement may be executed and delivered by email and
will be effective from the date as stipulated by law. Billing-related notices to
Customer will be addressed to the relevant billing contact designated by
Customer. All other notices to Customer will be addressed to the relevant
Service system administrator designated by Customer.
13.5 Neither party may assign any of its rights or obligations hereunder, whether
by operation of law or otherwise, without the other party’s prior written
consent (not to be unreasonably withheld); provided, however, either party
may assign the Agreement in its entirety (including all Order Forms), without
the other party’s consent to its Affiliate or in connection with a merger,
acquisition, corporate reorganization, or sale of all or substantially all of its
assets. Notwithstanding the foregoing, if a party is acquired by, sells
substantially all of its assets to, or undergoes a change of control in favor of, a
direct competitor of the other party, then such other party may terminate the
Agreement upon written notice within 30 calendar days. In the event of such a
termination by Customer, FinDock will refund Customer any prepaid fees
covering the remainder of the term of all subscriptions for the period after the
effective date of such termination. Subject to the foregoing, the Agreement
FinDock - General Terms & Conditions, February, 2026
15 / 16
will bind and inure to the benefit of the parties, their respective successors
and permitted assigns.
13.6 If any provision of the Agreement is held to be invalid or unenforceable for any
reason, the remaining provisions will continue in full force without being
impaired or invalidated in any way. The Parties agree that any invalid provision
will be deemed to be restated so as to be enforceable to the maximum extent
permissible under law consistent with the original intent and economic terms
of the invalid provision.
13.7 No failure or delay by either party in exercising any right under the Agreement
will constitute a waiver of that right.
13.8 Customer agrees that Customer's purchase of subscriptions is neither
contingent upon the delivery of any future functionality or features nor
dependent upon any oral or written public comments made by FinDock with
respect to future functionality or features.
13.9 The Parties are independent contractors. The Agreement does not create a
partnership, franchise, joint venture, agency, fiduciary or employment
relationship between the Parties.
13.10 The Parties waive the right to annul, rescind or dissolve or cancel the
Agreement in whole or in part, or to institute a claim at law for the annulment,
rescission, dissolution or cancellation of the Agreement, unless otherwise
provided in the Agreement.
13.11 Amendments to the Agreement are only possible and effective to the extent
that all Parties have agreed thereto in writing.
13.12 The parties do not confer any rights or remedies upon any person other than
the parties to the Agreement and their respective successors and permitted
assigns.
Clause 14. Governing Law; Court
14.1 The Agreement and any non-contractual obligations arising out of or in
connection with it shall be governed by Dutch law without regard to the
choice or conflicts of law provisions of any jurisdiction, and any disputes,
actions, claims or causes of action arising out of or in connection with the
Agreement or the Service shall be subject to the exclusive jurisdiction of the
Dutch courts.
FinDock - General Terms & Conditions, February, 2026
16 / 16