Terms of Service

1. The Service

QookieQloud™ provides tools designed to help website owners and other organizations manage consent and privacy-related functionality, including cookie consent, tracking technologies, consent preferences, consent documentation, and related configuration.

Depending on the Customer's plan and configuration, the Service may include features such as:

• consent banners and preference interfaces;
• cookie and tracking technology management;
• automated or manual website and cookie scanning;
• categorization and documentation of cookies and similar technologies;
• consent records and related technical documentation;
• integrations with websites, tag managers, analytics platforms, advertising technologies, or other third-party services;
• multi-site and multi-account management;
• partner or agency functionality; and
• additional privacy and compliance-related functionality introduced from time to time.

We may improve, modify, replace, add, or remove functionality as the Service develops.

2. QookieQloud Is a Technical Service

QookieQloud provides technical tools intended to assist Customers with consent and privacy management.

The Service does not constitute legal advice, and use of QookieQloud does not by itself guarantee compliance with the GDPR, ePrivacy rules, CCPA/CPRA, IAB Transparency & Consent Framework ("TCF"), or any other law, regulation, industry framework, or regulatory guidance.

The Customer remains responsible for determining which legal requirements apply to its activities and for configuring and using the Service accordingly.

Where appropriate, Customers should obtain independent legal advice.

3. Customer Responsibilities

The Customer is responsible for its websites, applications, services, and implementation of QookieQloud.

This includes responsibility for:

• all cookies, scripts, pixels, tags, SDKs, tracking technologies, and other technologies deployed by or on behalf of the Customer;
• determining the appropriate legal basis for processing personal data;
• determining which technologies require consent or another legal basis;
• correctly categorizing cookies and tracking technologies;
• configuring consent categories, purposes, vendors, retention periods, and related information;
• ensuring that information presented to website visitors is accurate, complete, and up to date;
• verifying that QookieQloud has been correctly implemented;
• ensuring that technologies requiring consent are not intentionally configured to operate contrary to the Customer's legal obligations;
• reviewing the results of automated scans and detections;
• periodically reviewing the Customer's configuration as its website, vendors, or legal requirements change; and
• complying with applicable laws, regulations, regulatory decisions, and industry requirements.

The Customer must not intentionally provide false or misleading information through the Service.

4. Automated Scanning, Detection and Categorization

QookieQloud may provide automated functionality for detecting, identifying, analyzing, or categorizing cookies, scripts, domains, vendors, and other technologies.

Such functionality is provided as an assistance tool.

Due to the technical nature of websites and third-party technologies, automated scanning or detection may:

• fail to detect a technology;
• identify a technology incorrectly;
• assign an incorrect or incomplete category;
• fail to recognize dynamically loaded or conditionally executed technologies; or
• become outdated when third-party services change their behavior.

The Customer is responsible for reviewing and verifying scan results and the resulting configuration.

Qodli does not warrant that automated detection or categorization will identify every technology used on a Customer's website or determine its legal status correctly.

5. Changes to Websites and Third-Party Technologies

Websites and third-party technologies can change without notice.

The Customer acknowledges that installing new plugins, scripts, integrations, advertising services, analytics tools, tag manager configurations, embedded content, or other technologies may affect its consent requirements and QookieQloud configuration.

The Customer is responsible for reviewing its configuration following material changes to its website or technology stack.

Qodli is not responsible for changes made by the Customer or by third-party providers that affect the operation or legal requirements of the Customer's website.

6. Accounts and Authorized Users

The Customer is responsible for maintaining the confidentiality and security of its account credentials.

The Customer is responsible for:

• ensuring that only authorized persons have access to its account;
• assigning appropriate access permissions;
• removing access when a person is no longer authorized; and
• activities performed through its account by authorized users.

The Customer must notify Qodli without undue delay if it becomes aware of unauthorized access or a security incident affecting its QookieQloud account.

We may take reasonable measures to protect accounts and the Service, including temporarily restricting access where we reasonably suspect unauthorized access, misuse, or a security risk.

7. Partners, Agencies and Managed Accounts

QookieQloud may allow agencies, resellers, consultants, or other partners ("Partners") to create or manage Customer accounts.

Unless expressly agreed otherwise:

• the Customer remains the contracting party responsible for its use of QookieQloud;
• a Partner acts independently from Qodli when providing services to its own customers;
• Qodli is not responsible for advice, configuration, pricing, representations, or other services provided independently by a Partner;
• the Customer must accept the applicable QookieQloud Terms and any required data protection agreements;
• a Partner may be granted administrative or technical access to Customer accounts where authorized by the Customer; and
• the Customer is responsible for deciding which Partner or other third party may access its account.

A Partner may charge its customer separately for implementation, consulting, support, hosting, administration, or other services. Such charges and agreements are between the Partner and its customer unless Qodli expressly agrees otherwise.

Nothing in these Terms creates an employment, joint venture, legal partnership, or agency relationship between Qodli and a Partner.

8. Data Protection and Processing

The parties shall comply with applicable data protection laws.

The roles of Qodli and the Customer depend on the relevant processing activity.

Where Qodli processes personal data on behalf of the Customer in connection with the Customer's use of QookieQloud, Qodli acts as a processor and the Customer normally acts as controller or processor, as applicable.

Such processing is governed by Qodli's applicable Data Processing Agreement ("DPA"), which forms part of the contractual relationship where required.

For certain processing necessary for Qodli's own business operations — such as account administration, billing, fraud prevention, security, legal compliance, and business communications — Qodli may process personal data as an independent controller in accordance with its Privacy Policy.

The Customer is responsible for ensuring that it has the necessary legal basis and authority to provide personal data to Qodli for processing through the Service.

9. Customer Data

As between Qodli and the Customer, the Customer retains all rights to data, content, configurations, and other information submitted to or generated specifically for the Customer through its use of the Service ("Customer Data"), subject to applicable law and third-party rights.

The Customer grants Qodli the rights necessary to host, process, transmit, reproduce, and otherwise use Customer Data solely as necessary to:

• provide and operate the Service;
• maintain security and prevent abuse;
• provide support;
• comply with legal obligations; and
• perform other processing permitted under the DPA, Privacy Policy, or applicable agreement.

Qodli does not sell Customer Data.

10. Service Data and Aggregated Information

Qodli may collect technical and operational information relating to the performance, security, and use of the Service.

Where permitted by applicable law, Qodli may use aggregated or anonymized information that does not identify the Customer, its users, or individual website visitors to:

• improve the Service;
• identify technical problems;
• develop functionality;
• analyze service performance; and
• generate statistics.

Nothing in this section permits Qodli to use identifiable Customer Data for unrelated purposes contrary to applicable data protection law.

11. Intellectual Property

QookieQloud™, including its software, source code, design, interfaces, documentation, trademarks, databases, functionality, and underlying technology, is owned by Qodli AB or its licensors and is protected by applicable intellectual property laws.

These Terms grant the Customer a limited, non-exclusive, non-transferable, and revocable right to use the Service during the applicable subscription period in accordance with these Terms.

Except where expressly permitted, the Customer may not:

• copy or reproduce the Service;
• reverse engineer, decompile, or attempt to obtain its source code;
• circumvent technical restrictions or security mechanisms;
• create derivative products based substantially on the Service;
• sell, sublicense, or redistribute access to the Service; or
• use Qodli's trademarks or branding in a misleading manner.

Partner and reseller rights may be governed by separate agreements.

12. Acceptable Use

The Customer may not use QookieQloud:

• for unlawful activities;
• to distribute malicious software or harmful code;
• to intentionally facilitate unauthorized surveillance or unlawful tracking;
• to gain unauthorized access to systems or data;
• to interfere with the security or operation of the Service;
• to circumvent account, usage, plan, or technical restrictions;
• to perform excessive automated requests that materially disrupt the Service; or
• in a manner that infringes the rights of Qodli or third parties.

We may restrict or suspend use that reasonably appears to violate this section.

13. Subscription Plans and Usage Limits

Features, limits, included websites, traffic allowances, scan frequencies, retention periods, support levels, or other functionality may depend on the Customer's subscription plan.

Current plan details are presented through QookieQloud, our website, an order form, or a separate agreement.

If the Customer exceeds applicable plan limits, Qodli may require an upgrade, apply additional charges where previously agreed or clearly communicated, or restrict functionality associated with the exceeded limit.

14. Fees, Billing and Payment

Paid subscriptions are normally billed in advance on a monthly, annual, or otherwise agreed recurring basis.

Unless otherwise stated:

• subscriptions automatically renew for the applicable subscription period;
• fees are exclusive of VAT and other applicable taxes;
• payment is due according to the payment terms shown at purchase or on the applicable invoice;
• failure to pay amounts when due may result in restricted access or suspension; and
• fees already paid are non-refundable for partial subscription periods except where required by law or expressly agreed otherwise.

Where a Partner invoices its own customer independently, the commercial relationship between the Partner and that customer does not alter Qodli's rights under any separate agreement with the Partner.

15. Price Changes

Qodli may change subscription prices.

Price changes affecting an existing recurring subscription will normally take effect from a future renewal or billing period and will be communicated within reasonable time before taking effect where required.

Continued use of a paid Service after a notified price change takes effect constitutes acceptance of the new price, subject to any mandatory rights under applicable law.

16. Availability, Maintenance and Support

We aim to provide a reliable and highly available Service but do not guarantee uninterrupted or error-free operation unless a separate Service Level Agreement ("SLA") expressly states otherwise.

The Service may be temporarily unavailable due to:

• scheduled or emergency maintenance;
• software updates;
• infrastructure failures;
• third-party service failures;
• internet or telecommunications failures;
• security incidents; or
• circumstances outside Qodli's reasonable control.

Where reasonably possible, we will seek to minimize disruption.

17. Third-Party Services

QookieQloud may integrate with or depend upon third-party services, infrastructure, browsers, content delivery networks, APIs, tag managers, advertising platforms, analytics providers, or other external technologies.

Qodli does not control such third parties and cannot guarantee their continued availability, compatibility, or behavior.

Changes made by a third party may require QookieQloud or the Customer to modify an integration or configuration.

Qodli is not responsible for failures caused solely by third-party services outside Qodli's reasonable control.

18. Security

Qodli will maintain reasonable technical and organizational measures designed to protect the Service and personal data processed on behalf of Customers against unauthorized access, loss, alteration, or disclosure.

No internet-based service can guarantee absolute security.

Customers are responsible for maintaining appropriate security for their own systems, websites, devices, credentials, integrations, and authorized users.

Security obligations relating specifically to personal data may be further described in the DPA.

19. Backups, Retention and Export

Qodli may maintain backups and retention procedures appropriate to the Service but does not guarantee that every item of Customer Data can be restored following deletion or loss unless expressly agreed otherwise.

Available data retention and export functionality may depend on the applicable plan.

The Customer is responsible for exporting any Customer Data it wishes to retain before terminating its account where export functionality is available.

Following termination, Qodli may delete or anonymize Customer Data after an applicable retention period, subject to:

• the DPA;
• applicable law;
• legitimate backup cycles; and
• legal retention requirements.

20. Suspension

Qodli may temporarily suspend or restrict access to all or part of the Service where reasonably necessary because of:

• non-payment;
• a material breach of these Terms;
• suspected unlawful use;
• a security threat;
• misuse that may affect other Customers or the Service;
• a legal or regulatory requirement; or
• use materially exceeding applicable technical or subscription limits.

Where reasonably possible and appropriate, Qodli will provide notice and an opportunity to remedy the issue before suspension.

Immediate suspension may occur where necessary to protect the Service, Customers, third parties, or Qodli from material harm.

21. Termination

The Customer may terminate its subscription in accordance with the cancellation functionality or commercial terms applicable to its plan.

Qodli may terminate an account or subscription if the Customer materially breaches these Terms and fails to remedy the breach within a reasonable period after notice, where remediation is possible.

Qodli may terminate immediately where continued provision of the Service would be unlawful, create a material security risk, or involve serious misuse of the Service.

Termination does not affect rights or payment obligations accrued before the effective termination date.

Provisions which by their nature should survive termination — including provisions relating to intellectual property, confidentiality, liability, payment obligations, and governing law — shall survive.

22. Disclaimer of Warranties

To the maximum extent permitted by applicable law, the Service is provided on an "as available" basis.

Qodli does not warrant that:

• the Service will be uninterrupted or entirely error-free;
• every cookie, script, vendor, or tracking technology will be detected;
• automated categorizations will always be correct;
• use of the Service will make the Customer legally compliant;
• third-party technologies will behave as documented; or
• the Service will satisfy requirements not expressly agreed between Qodli and the Customer.

Nothing in these Terms excludes warranties or rights that cannot lawfully be excluded.

23. Limitation of Liability

To the maximum extent permitted by applicable law, Qodli shall not be liable for indirect, incidental, special, punitive, or consequential loss, including loss of profit, revenue, business opportunities, goodwill, or anticipated savings.

Qodli shall not be liable for claims, regulatory consequences, or losses resulting from:

• the Customer's incorrect configuration of the Service;
• cookies, scripts, tracking technologies, or other technologies selected or deployed by the Customer;
• inaccurate information supplied by the Customer;
• failure by the Customer to review scan results or configurations;
• changes to the Customer's website or third-party technologies;
• the Customer's failure to comply with applicable law; or
• third-party services outside Qodli's reasonable control.

To the maximum extent permitted by applicable law, Qodli's aggregate liability arising out of or relating to the Service during any twelve-month period shall not exceed the fees paid or payable by the Customer to Qodli for the Service during the twelve months immediately preceding the event giving rise to the claim.

Nothing in these Terms limits liability to the extent that such limitation is prohibited by mandatory law.

24. Indemnification

To the extent permitted by applicable law, the Customer shall indemnify and hold Qodli harmless from third-party claims, costs, damages, or liabilities arising directly from:

• unlawful content or technologies deployed by the Customer;
• the Customer's material breach of these Terms;
• the Customer's infringement of third-party rights; or
• the Customer's use of the Service in violation of applicable law.

This section does not apply to the extent a claim was caused by Qodli's own breach of its contractual or legal obligations.

25. Changes to the Service

QookieQloud is continuously developed.

Qodli may modify, improve, replace, or discontinue functionality.

Where a change materially reduces core functionality of a paid Service, Qodli will seek to provide reasonable notice where practicable.

Changes required for security, legal compliance, technical stability, or third-party compatibility may be implemented without prior notice where necessary.

26. Changes to These Terms

Qodli may update these Terms to reflect changes to:

• the Service;
• applicable laws or regulatory requirements;
• security requirements;
• business or billing models; or
• other reasonable operational requirements.

The updated Terms will be made available through QookieQloud, our website, or another appropriate channel.

For material changes affecting existing Customers, Qodli will provide reasonable notice where required or appropriate.

Where applicable, the Customer may be required to actively accept updated Terms before continuing to use the Service.

Continued use alone will not replace active acceptance where applicable law or the nature of the contractual change requires explicit acceptance.

27. Force Majeure

Neither party shall be liable for failure or delay in performing an obligation, other than payment obligations, where the failure or delay results from circumstances beyond that party's reasonable control.

Such circumstances may include natural disasters, war, terrorism, civil unrest, labor disputes, government action, major internet or telecommunications failures, widespread cloud infrastructure failures, cyberattacks, or similar events.

28. Assignment

The Customer may not assign its rights or obligations under these Terms without Qodli's prior written consent, except as part of a permitted corporate restructuring or transfer of substantially all of the Customer's relevant business.

Qodli may assign these Terms in connection with a merger, acquisition, corporate restructuring, or transfer of the QookieQloud business, subject to applicable law.

29. Severability

If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions shall remain in effect.

The invalid or unenforceable provision shall, to the extent possible, be interpreted or replaced in a manner that most closely reflects its intended commercial purpose while remaining lawful.

30. No Waiver

Failure by either party to enforce a provision of these Terms does not constitute a waiver of that provision or any other right.

31. Entire Agreement

These Terms, together with any applicable order form, subscription terms, DPA, Privacy Policy where incorporated by reference, and other expressly agreed contractual documents, constitute the agreement governing the Customer's use of QookieQloud.

In the event of a conflict between contractual documents, any expressly agreed order form or separate written agreement shall take precedence over these Terms with respect to the subject matter of that agreement, followed by the DPA with respect to processing of personal data on behalf of the Customer.

32. Governing Law and Disputes

These Terms and the contractual relationship between Qodli and the Customer are governed by the laws of Sweden, without regard to its conflict-of-law principles.

Any dispute arising out of or relating to these Terms or the Service shall be subject to the jurisdiction of the competent Swedish courts, unless otherwise required by mandatory law or expressly agreed in writing.

33. Contact

Questions regarding these Terms may be directed to:

QookieQloud™ / Qodli AB
Uddevalla, Sweden
hello@qodli.se

By creating an account, accepting these Terms, or continuing to use QookieQloud where acceptance is requested, you confirm that you have read, understood, and agreed to these Terms of Service.