Eliq Developer Terms
These Terms regulate the use of Eliq’s developer Portal and Eliq’s APIs (“the Portal”). “Eliq” means Eliq AB with offices in Gothenburg, Sweden. We may refer to “Eliq” as “we”, “our”, or “us” in the Terms. The word “Terms” refers to the terms below. “Parties” refers to you and Eliq.
1) Acceptance of the Terms
You agree to comply with the Terms and you acknowledge that the Terms regulate your relationship with us. If you are below the age of majority in your jurisdiction, you guarantee that your legal guardian has reviewed and agrees to these Terms.
You may not use the Portal and may not accept the Terms if you are affiliated directly or indirectly with any direct competitor of ours or if we have banned you from using or receiving the APIs.
If you are creating an account for access to the Portal on behalf of a legal entity, you represent and warrant that you have authority to bind that entity to the Terms and by accepting the Terms, you are doing so on behalf of that entity (and all references to “you” in the Terms refer to both you personally and that entity, as applicable).
2) Creating an account
Your account is personal and only you are allowed to use it. You are responsible personally and fully for all actions performed via your account. You shall take reasonable measures to protect your password and you shall notify us immediately if you have reason to suspect your account may be compromised.
3) Using the Portal
Through your account you may gain access to the Portal where you will gain access to whichever content we are currently providing there, for example APIs and software development tools. We provide the Portal “as is”. We make no statement or guarantees regarding the Portal and we reserve the right to change the appearance of the Portal without prior notice (this includes adding or removing elements or functions).
4) Monitoring and analyzing usage
You agree that we may monitor and analyze use of the Portal to improve the Portal and Eliq services, to ensure quality of the Portal and to verify your compliance with the Terms. You agree to respond promptly to our requests to verify and audit your compliance with these Terms. This monitoring may include us accessing and using your account, for example to identify security issues that could affect Eliq or our users. You will not interfere with this monitoring. We may use any technical means to overcome such interference.
5) Intellectual property
By using the Portal, you do not acquire ownership of any rights in the Portal or the content that is accessed through the Portal. The sole ownership of the Portal and all content provided through the Portal rests with us and our licensors.
The Portal may allow the submission of content. We do not acquire any ownership of any intellectual property rights in the content that you submit to the Portal through your API client, except as expressly provided in these Terms. For the sole purpose of enabling us to provide, secure, and improve the Portal you give us a perpetual, irrevocable, worldwide, sublicensable, royalty-free, and non-exclusive license to Use content submitted, posted, or displayed to or from the Portal through your API client. “Use” means use, host, store, modify, communicate, and publish. Before you submit content to the Portal through your API client, you will ensure that you have the necessary rights (including the necessary rights from your end users) to grant us the license.
We greatly appreciate suggestions and feedback. If you provide us with any suggestions or feedback about the Portal, then we may use such information as we please without obligations to you.
Through your use of the Portal you may receive confidential information. Confidential information includes information, however conveyed or presented, that relates to business, operations, processes, algorithms, pricing, strategies, developments, trade secrets or know-how of the disclosing party.
If you receive any such information, then you will not disclose it to any third party without our prior written consent unless required by law with reasonable prior notice to us (unless a court orders that we not receive notice).
7) Third party content
The Portal may contain third-party content (such as text, images, or software). In that case, there may be additional applicable terms relating to the use of such content. Such terms will be provided in relation to the content. If there is a conflict between these Terms and additional terms applicable to third-party content, the additional terms will take precedence over these Terms in relation to the third-party content. Content accessible through the Portal may be subject to intellectual property rights, and, if so, you may not use it unless you are licensed to do so by the owner of that content or are otherwise permitted by law.
Third-party content is the sole responsibility of the party that makes it available and you are solely responsible for your decision to use such content.
8) Security and privacy
You will comply with all applicable privacy laws and regulations including those applying to personal data. You will be the data controller and we will be the data processor of personal data processed in the Portal. The enclosed personal data processing terms in Appendix A shall regulate privacy and protection of personal data and constitute a data processing agreement. In the event of inconsistencies between the provisions of Appendix A and the Terms, the provisions of Appendix A shall prevail.
9) Brand and publicity
The Terms do not grant either party any right, title, or interest in or to the other party’s trade names, trademarks, service marks, logos, domain names, and other distinctive brand features of each party unless expressly stated.
You will not make statements which suggest a partnership or similar with us, without our prior written approval.
10) Forbidden actions
You shall not directly or indirectly:
(a) use the Portal or any confidential information of Eliq to create any service, software or documentation that performs substantially the same functionality as any Eliq service or product does at any given time;
(b) copy design, logic or analytics of the Portal or any confidential information;
(c) disassemble, decompile, decrypt, reverse engineer or use any other means to attempt to discover any source code, underlying ideas, techniques or algorithms in the Portal or any confidential information;
(d) make any changes to the Portal or any confidential information; or
(e) use the Portal or any confidential information to compete with Eliq directly or indirectly.
These Terms apply until your account is canceled. However, terms that by their nature are intended to continue indefinitely will continue to apply, including but not limited to sections 5, 10, and 11. You may cancel your account at any time by sending us a written cancellation notice or by cancelling it in the settings section on the Portal. We reserve the right to terminate these Terms and cancel your account if you violate any of these Terms, if we believe your use of the Portal harms us or our users, or at our convenience upon notice to you.
Upon termination of the Terms or cancellation of your account, you will immediately stop using the Portal and the APIs and delete any stored or cached data collected by your API client.
12) Limitation of liability
Eliq, our licensors and our suppliers shall bear no responsibility for direct or indirect damages, losses or costs (including but not limited to, loss of data and financial losses).
You will indemnify us and hold us harmless from all direct and indirect damages, costs or losses resulting from
(a) your actual or alleged misuse of the Portal;
(b) your actual or alleged violation of the Terms;
(c) your actual or alleged infringement of any third party’s intellectual property rights or rights to privacy or publicity; or
(d) any content or data routed into or used with the Portal by you.
We may adjust these Terms from time to time. If we make a material change to the Terms we will notify you prior to the change taking effect via email. You can review the most current version of these Terms at any time by visiting this page. Materially revised Terms will become effective on the date set forth in our notice, and all other changes will become effective upon posting of the change. Your continued use of the Portal constitutes your acceptance of the modified Terms.
You may not assign, sublicense or delegate any of your rights or obligations under these Terms to any third party without the prior written consent of Eliq. Any assignment, sublicense or delegation in violation of this provision is null and void. Any change of control or material ownership of you is hereby deemed an assignment. You acknowledge that Eliq may develop products or services that may compete with the API clients or any other products or services.
15) Applicable law and dispute resolution
The laws of Sweden, excluding choice of law rules, will apply to the Terms and any disputes arising out of or related to the Terms or the Portal.
If you have a dispute with us relating to the Terms or the Portal, you agree to first contact us and attempt to resolve the dispute with us informally and in good faith. If we aren’t able to resolve the dispute informally, you and we each agree that any claim or dispute between you and us shall be decided exclusively the Gothenburg district court.
Personal data processing terms
These Personal data processing terms (“DPT”) constitute an integrated part of the Terms.
You wish to use the Portal. Through your use of the Portal you may come to instruct us to process personal data on your behalf, for example by uploading to the Portal data relating to electricity consumption of data subjects. For such processing you are controller and Eliq is the processor.
The Parties agree on these DPT to regulate the Parties’ rights and obligations that accompanies Eliq’s processing of personal data, in order to comply with the requirements applicable under Data Protection Laws (defined below).
Eliq acknowledges that you, in some cases, may act as a processor of personal data on behalf of other parties. In such cases, Eliq may act as a Subprocessor for the processing of personal data. This DPT shall apply in the same way when Eliq acts as a Subprocessor. Upon Eliq’s request, a complete list of the controllers of personal data shall be provided.
In these DPT, the following terms shall have the meanings set out below and cognate terms shall be construed accordingly:
“Data Protection Laws” means (i) EU Directive 95/46/EC, as transposed into domestic legislation of each member state and as amended, replaced or superseded from time to time, including by the GDPR as of May 25, 2018, and laws implementing or supplementing the GDPR, and (ii) to the extent applicable, the data protection or privacy laws of any other country;
“GDPR” means the EU General Data Protection Regulation 2016/679;
“Personal Data” means any personal data (as defined in the GDPR) processed by Eliq on behalf of you, pursuant to or in connection with the Terms. The term does not include personal data which has been anonymized to such an extent that it is permanently impossible to directly or indirectly attribute it to a natural living person.
“Standard Clauses” means terms for protection of personal data transferred to third countries in accordance with the European Commission decision on standard contractual clauses for the transfer of personal data to third countries pursuant to Regulation (EU) 2016/679 of June 4 2021, or corresponding terms which replace these;
“Subprocessor” means any third party appointed by Eliq to process Personal Data on behalf of you.
Terms used but not defined herein, such as “data subject”, “personal data breach”, “processing”, “member state” and “supervisory authority”, shall have the same meanings as in the GDPR, and their cognate terms shall be construed accordingly.
You shall ensure that the processing of Personal Data is compliant with Data Protection Laws. You shall provide Eliq with documented instructions and guidance, in order to enable Eliq to fulfil its obligations under these DPT and Data Protection Laws. You shall be liable for informing data subjects, securing a legal basis for the processing and (if applicable) for having obtained the necessary consents for the processing of Personal Data.
PROCESSING OF PERSONAL DATA
Eliq shall comply with all applicable Data Protection Laws in the processing of Personal Data, and process Personal Data only in accordance with these DPT and your written instructions issued from time to time; unless processing is required by mandatory law to which Eliq is subject, in which case Eliq shall to the extent permitted inform you of that legal requirement before the relevant processing. Eliq is entitled to collect anonymous and statistic data of the use of the Platform, that does not specify you nor data subjects, and use it for analyzing and developing its services.
If Eliq lacks instructions, assesses that it needs new or additional instructions in order to fulfil its obligations or if, in Eliq’s opinion, an instruction infringes Data Protection Laws, Eliq shall without undue delay inform you and await further instructions from you.
DATA SUBJECT RIGHTS
If Eliq receives a request from a data subject or supervisory authority under any Data Protection Law in respect of Personal Data, Eliq shall promptly refer such request to you. Eliq may not disclose any Personal Data or information regarding the processing of Personal Data, unless otherwise explicitly instructed by you or as required by mandatory law to which Eliq is subject, in which case Eliq shall to the extent permitted inform you of that legal requirement before Eliq responds to the request.
Taking into account the nature of the processing, Eliq shall assist you by implementing appropriate technical and organisational measures, insofar as this is possible, for the fulfilment of your obligations, to respond to requests to exercise data subject rights under the Data Protection Laws. Upon written demand, You shall compensate Eliq for its costs for any such request.
SECURITY AND CONFIDENTIALITY
Taking into account the state of the art, the costs of implementation and the nature, scope, context and purposes of processing as well as the risk of varying likelihood and severity for the rights and freedoms of natural persons, Eliq shall in relation to the Personal Data implement appropriate technical and organisational measures to ensure a level of security appropriate to that risk, including, as appropriate, the measures referred to in article 32(1) of the GDPR. In assessing the appropriate level of security, Eliq shall take account in particular of the risks that are presented by the processing, in particular from a personal data breach.
Eliq shall ensure that any employee, agent or contractor who may have access to Personal Data, are subject to confidentiality undertakings or professional or statutory obligations of confidentiality.
You authorise Eliq to appoint Subprocessors for the processing of Personal Data. Eliq ensures that the arrangement between Eliq and the Subprocessor is governed by a written contract including terms which offer at least the same level of protection for Personal Data as those set out in these DPT and meet the requirements of article 28(3) of the GDPR. Eliq may permit each Subprocessor to appoint Subprocessors, subject to the same terms and conditions as set forth herein. By accepting the Terms you agree that Eliq appoint.
Eliq shall be fully liable toward you for its Subprocessors’ obligations regarding the processing of Personal Data, pursuant to these DPT.
Eliq shall give you prior written notice of the appointment of any new Subprocessor, including full details of the processing to be undertaken by the Subprocessor. You shall have the right to object to such appointment, if there are reasonable grounds for such objection and you notify Eliq without undue delay, but no later than thirty (30) days, from your receipt of Eliq’s notice. If your objection to a Subprocessor prevents or significantly obstructs Eliq’s provision of the Platform, Eliq has the right to immediately terminate the Terms without liability of any kind. This shall also apply if your objection or Eliq’s other obligations due to the Terms would entail costs to Eliq.
TRANSFER OF PERSONAL DATA TO A THIRD COUNTRY
Eliq is authorised to transfer Personal Data to a country outside of the EU/EEA (third country), provided that Eliq ensures that the transfer is carried out while maintaining an adequate level of protection under the Data Protection Laws.
PERSONAL DATA BREACH
Eliq shall notify you without undue delay upon Eliq becoming aware of a personal data breach affecting Personal Data, providing you with sufficient, available information to allow you to meet any obligations to report or inform data subjects of the personal data breach under Data Protection Laws. Eliq shall cooperate with you and take such reasonable commercial steps as are directed by you to assist in the investigation, mitigation and remediation of each such personal data breach.
Eliq shall make available to you on request all information necessary to demonstrate compliance with these DPT, and shall allow for and contribute to audits, including inspections, by you or an auditor mandated by you in relation to the processing of the Personal Data by Eliq.
You may only perform inspections during Eliq’s normal office hours and only in such way that causes the least possible inconvenience to Eliq. Each party that will participate in auditing Eliq shall first enter into a non-disclosure agreement with Eliq. Eliq also has the right to (on reasonable grounds) object to a party participating in the audit.
TERM AND TERMINATION
This DPT enters into force upon your acceptance of the Terms and shall remain in force for as long as Eliq processes Personal Data, on behalf of you under the Terms.
Eliq shall within thirty (30) days after the termination of the Terms, according to your instructions, either (i) delete and procure the deletion of all copies of Personal Data, or (ii) return a complete copy of all Personal Data to you by secure file transfer in such format as is reasonably notified by you to Eliq, and then delete and procure the deletion of all other copies of Personal Data. However, Eliq may retain Personal Data to the extent and only for such period as required by mandatory law.
LIABILITY FOR DAMAGES
The limitations of liability in the Terms apply.
CHANGES IN DATA PROTECTION LAWS, ETC.
The Parties agree to, from time to time, make any reasonable amendments to these DPT which are required, as a result of any change in, or decision of a competent authority under Data Protection Law, to allow Eliq’s processing of Personal Data to be made (or continue to be made) without breach of Data Protection Law.
DETAILS OF PROCESSING OF PERSONAL DATA
A) Subject matter and duration of the processing of Personal Data
Personal Data may be processed if you choose to upload Personal Data to the Portal, in any way, to provide the services available from time to time, in the Portal. Personal Data will be processed until otherwise instructed but no longer than 30 days after the end of the Terms.
B) The nature and purpose of the processing of Personal Data
The purpose of the processing will be to perform the chosen Portal service. For example if you input the address, electricity consumption data and geographical coordinates of a data subject into a Portal service which provides tips on clever electricity consumption, the Personal Data will be processed to make an analysis and provide such tips. Personal data will also be used to continuously improve the Platform (for example for troubleshooting, data analysis, testing, research, and statistical purposes).
C) The categories of data subject to whom the Personal Data relates
Customers, employees, end users.
D) The types of Personal Data to be processed
Information related to the data subject’s household, e.g. type of household, heating type, living space.
Information related to the data subject’s electricity consumption.
Information regarding the data subject’s use of the service, e.g. functionality, page response times and settings.
By accepting the Terms you agree that Eliq appoints the following Subprocessors:
Name of Sub-processor
Description of the service performed
Microsoft Ireland Operations Ltd,
Hosting of servers, complete database
Google Ireland Limited
Lookup of GPS coordinates from address
EU and USA