Terms of Service

1. These Terms

These Terms of Service (the "Terms") govern the provision of the eSoppari electronic signing service (the "Service") by:

Avalus Oy Business ID (Y-tunnus): 2554583-2 VAT number: FI25545832 Registered address: Lumikatu 11, 15340 Lahti, Finland ("Avalus", "we", "us")

to the organisation or self-employed person identified in the Order Form or in the registration record for the tenant account (the "Customer", "you").

The Service is offered to businesses, public bodies and natural persons acting in the course of a trade or profession. It is not offered to consumers. By creating a tenant account you confirm that you acquire the Service mainly for purposes within your trade or profession.

By creating a tenant account, or by using the Service, you accept these Terms. If you accept them on behalf of an organisation, you warrant that you are authorised to bind it. The time of acceptance and the version of each document accepted are recorded against your tenant account.

These Terms — including the acceptable use rules in Section 6 — together with the Order Form and the Data Processing Agreement form the agreement between us (the "Agreement"). Where they conflict, the order of precedence is: the Order Form, then the Data Processing Agreement, then these Terms.

2. Definitions

Term	Meaning
Signing Request	A request created by you in the Service asking one or more Signers to sign a document.
Draft	A Signing Request you have saved without sending it. No Signer has been invited or contacted, and every part of it — the document, the Signers and the settings — can be changed until you send it.
Signer	A natural person you name in a Signing Request to sign a document through the Service. No Signer is invited before you send the Signing Request.
Signed Document	The PDF produced by the Service on completion of a Signing Request, containing the electronic seal, the timestamp and the signing evidence.
Customer Content	Documents, data and materials you or your Users upload to or generate in the Service.
User	A person you authorise to access your tenant account.
eID Method	A national electronic identification scheme used to authenticate a Signer.
Order Form	The plan, fees and term you select in the Service at registration or later in the administration portal; or, where one is signed, a separate written order form, which then prevails.

3. The Service

The Service is a multi-tenant, hosted electronic signing platform. It allows you to upload PDF documents, invite Signers, have those Signers authenticate using an eID Method, and receive a Signed Document containing the resulting signing evidence. A Signing Request can be saved as a Draft and edited afterwards; nothing reaches a Signer until you send it. An incomplete Draft that nobody edits for at least 30 days may be deleted automatically, as Section 15.3 explains.

We provide the Service on a subscription basis for the term set out in the Order Form. We may improve, modify or extend the Service, provided we do not materially reduce its core functionality during a paid period.

3.1 Supported eID Methods

The Service authenticates Signers through national electronic identification schemes, currently Finnish bank identification (Finnish Trust Network) and Swedish BankID. Norwegian BankID and Danish MitID are planned. These schemes are operated by third parties. We may add or remove supported eID Methods, and may switch a method off for the whole Service; we will give you reasonable notice before removing one you actively use.

Availability of any eID Method depends on its operator and is outside our control.

4. The nature and legal effect of signatures

This section is the most important in these Terms. Please read it in full.

4.1 What the Service produces

As each Signer signs, the Service applies an advanced electronic seal within the meaning of Article 36 of Regulation (EU) No 910/2014 ("eIDAS") to the document, so a document signed by several Signers carries one seal per signature. Each seal is applied using an organisational certificate issued to Avalus Oy, over the document together with that Signer's signature appearance, which records the name returned by the eID scheme, the eID Method used and a reference to the eID authentication. The authentication and the Signer's expression of intent to sign are also recorded in an audit trail we keep with the Signing Request.

The resulting Signed Document is a PAdES document conforming to ETSI EN 319 142-1, and contains a qualified electronic timestamp issued by a qualified trust service provider.

Each Signer's act of signing, evidenced by their eID authentication and their recorded expression of intent, is that Signer's own electronic signature within the meaning of Article 3(10) of eIDAS. The seal is Avalus Oy's, applied over the document and the evidence it carries.

The seal certificate is a qualified certificate for electronic seals issued to Avalus Oy by SK ID Solutions AS, a qualified trust service provider on the Estonian trusted list. The seal itself remains at the advanced level; Section 4.4 explains why.

4.2 Signers do not hold their own certificates

Signers are not issued individual signing certificates. Signer identity is established by authentication through an eID Method and is evidenced by the sealed signature appearance in the Signed Document and by the audit trail kept with the Signing Request, rather than by a certificate held by the Signer.

The Signed Document evidences the eID authentication, not a Signer certificate. You should not represent to Signers or to third parties that each Signer holds a personal signing certificate, because they do not.

4.3 What a completed signature attests — and what it does not

A completed signature attests that a verified national electronic identity signed that signing slot. It does not attest that a specific named person signed it.

Access to a signing slot is authorised by two things together: possession of the signing link we email, and successful authentication with a valid eID for the country you required (where you required one). The Service does not hold an expected national identification number for a Signer, and therefore cannot and does not check that the person who authenticated is the person you had in mind. Whoever opens the link and authenticates with their own genuine eID becomes the recorded Signer. Their verified identity is what is recorded: the Signed Document carries the name the eID scheme returned and a reference to the authentication, and the identifier the scheme returned is kept with the Signing Request, not in the document.

Two consequences follow, and both are yours to manage:

• The signing link is a bearer credential for the life of the Signing Request. Anyone who obtains it — through a forwarded email, a shared mailbox, a mail relay or browser history — can view the document and, until the slot is signed, drive an eID authentication.
• You are responsible for delivering each signing link to the right person, and for choosing an email address that reaches only them. Requiring an eID country narrows who can sign; it does not identify an individual in advance.

Where a transaction requires that a named individual and no one else can sign, the Service does not currently provide that binding, and you should not rely on it for such a transaction.

4.4 What we do not claim

Avalus Oy is not a qualified trust service provider within the meaning of eIDAS, and is not listed on any EU Trusted List.

The Service does not produce:

• a qualified electronic signature (eIDAS Art. 3(12));
• a qualified electronic seal (eIDAS Art. 3(27)); or
• a qualified preservation service for qualified electronic signatures or seals (eIDAS Art. 34).

The electronic seal applied by the Service is at the advanced, not qualified, level, even though its certificate is a qualified certificate: the private key is held in a cloud hardware security module which is not certified as a qualified signature creation device.

4.5 Legal effect, and your responsibility to assess it

Under eIDAS Article 25(1), an electronic signature may not be denied legal effect or admissibility as evidence solely because it is electronic or does not meet the requirements for a qualified electronic signature. The evidential weight of a Signed Document is determined by the applicable law and by the court or authority assessing it.

You are responsible for determining whether the level of assurance the Service provides is sufficient for your use case. Some transactions require a qualified electronic signature, a specific form, notarisation, or a witness, by law. The Service does not provide those, and we do not advise on whether it is adequate for any particular transaction.

4.6 Excluded use cases

You must not use the Service for the following, because the level of assurance it provides does not meet the requirements applicable to them:

(a) Wills and testamentary instruments. A will is subject to statutory formalities — under Finnish law, writing and the simultaneous attestation of two witnesses — which an electronic signature does not satisfy. A will signed through the Service may be void.

(b) Transfers of real property. Conveyance of real property is subject to a required form, in Finland attestation by a public purchaser witness or execution in the national electronic conveyance system. The Service is neither.

(c) Any transaction for which applicable law requires a qualified electronic signature, a qualified electronic seal, a notarial act, or attestation by a witness or public official. The Service produces an advanced electronic seal and does not meet any of these requirements (Section 4.4).

(d) Marital property agreements and other family-law instruments that require witnesses. Under Finnish law a marital property agreement (avioehtosopimus) must be in writing, dated, signed and attested by two disinterested witnesses. The Service cannot supply the witnesses.

This list is not exhaustive. Formal requirements vary by jurisdiction and by transaction type, and they change. The absence of a use case from this list is not a representation that the Service is adequate for it — Section 4.5 continues to apply, and the assessment remains yours.

We may add to this list on notice under Section 20 where we become aware of a category for which the Service is unsuitable.

5. Your account and your Users

You are responsible for:

• the accuracy of the registration information you provide;
• all activity under your tenant account;
• the acts and omissions of your Users as if they were your own;
• assigning roles and permissions appropriately, and removing access promptly when a User leaves your organisation;
• maintaining the confidentiality of authentication credentials; and
• delivering signing links to the intended Signers (Section 4.3).

You must notify us without undue delay if you become aware of unauthorised access to your account.

6. Acceptable use

You must not use the Service:

• in breach of applicable law, or to infringe the rights of any person;
• to upload malicious code, or to attempt to gain unauthorised access to the Service, to another tenant's data, or to any underlying infrastructure;
• to send unsolicited communications, or to invite a person as a Signer without a legitimate basis for doing so;
• to circumvent usage limits, metering, or the technical controls that separate tenants; or
• to conduct security testing or automated scanning of the Service without our prior written consent.

6.1 Special categories of personal data

You may use the Service for documents containing special categories of personal data within the meaning of Article 9 GDPR (including health data), and personal data relating to criminal convictions and offences under Article 10 GDPR, provided that:

• you have identified a valid condition under Article 9(2) or Article 10 GDPR for that processing;
• you have carried out any data protection impact assessment required under Article 35 GDPR; and
• you have informed the data subjects as required by Articles 13 and 14 GDPR.

We do not inspect the contents of Customer Content, and we cannot verify whether these conditions are met. Responsibility for them rests with you as controller. The technical and organisational measures described in the Data Processing Agreement apply uniformly to all Customer Content and are not varied by the presence of special-category data.

6.2 Suspension, and what suspension actually does

We may suspend your account where we reasonably believe you are in material breach of this Section 6, where continued use presents a security risk to the Service or to other customers, where an invoice remains unpaid under Section 10.5, or where required by law. We will notify you and, unless the circumstances make it inappropriate, give you an opportunity to remedy the breach first.

Suspension closes the administration portal to you and your Users. While your account is suspended, no one from your organisation can sign in, upload a document, create a Signing Request, send a Draft, or download a Signed Document.

Signing Requests you have already sent are not withdrawn. A Signer holding a valid signing link for a request sent before the suspension can still open it, authenticate and sign, and the request can still complete, because a suspension is a dispute between us and you, and cancelling signature collection already under way would affect Signers and counterparties who are not party to it. If you need a request stopped, cancel it before the suspension takes effect.

Suspension pauses Long-Term Preservation — see Section 8.5.

7. Customer Content

As between you and us, you retain all rights in Customer Content. You grant us a non-exclusive licence to host, process, transmit and display Customer Content solely to the extent necessary to provide the Service, and to comply with our legal obligations.

You warrant that you have the rights necessary to upload Customer Content and to have it processed as contemplated by the Agreement, and that doing so does not infringe the rights of any third party.

Personal data within Customer Content is governed by the Data Processing Agreement, under which you are the controller and we are the processor.

8. Long-Term Preservation

8.1 What Long-Term Preservation is

A Signed Document contains, at the moment of signing, the validation data needed to verify it without contacting any external service ("offline validation"). That data relies on digital certificates, and those certificates expire.

Long-Term Preservation is an optional feature by which the Service periodically adds a further qualified timestamp to a Signed Document before the certificates in its validation data expire, so that the document continues to support offline validation for as long as you retain it.

8.2 Long-Term Preservation is off unless both conditions are met

Long-Term Preservation applies to a Signed Document only where both of the following are true:

(a) Organisation-level enablement. Avalus has enabled Long-Term Preservation for your organisation. It is a paid add-on, charged as set out in Section 10.3 and priced in the Order Form. It is not enabled by default and is not self-service.

(b) Per-document selection. You selected Long-Term Preservation for that particular Signing Request before you sent it. The selection can be made and changed for as long as the Signing Request is a Draft, and is fixed at the moment you send it.

The selection in (b) cannot be made or changed once a Signing Request has been sent. It is not retrospective. In particular:

• A Signing Request sent before your organisation was enabled under (a) cannot be selected for Long-Term Preservation at any later time, and will not be preserved.
• A Signing Request sent without Long-Term Preservation selected will not be preserved, and cannot be added later.

You are solely responsible for selecting Long-Term Preservation for the documents that require it, before each Signing Request is sent.

8.3 Nature of the undertaking

Where both conditions in Section 8.2 are met, Avalus will use reasonable endeavours to extend the document's validation data before it expires.

This is an undertaking to apply the process described, not a guarantee of any particular outcome. Extension depends on third parties and on technical conditions outside our control, including the availability of the timestamp authority and of certificate-status services, and the timing of certificate renewal by those authorities. In particular:

• extension may be temporarily impossible where the timestamp authority has not yet issued a new certificate; and
• a document may be in a technical state in which its remaining validity period cannot be determined, in which case it cannot be scheduled for extension.

The Service reports both states to you in the administration portal. You are responsible for monitoring them.

8.4 Effect where a document is not preserved

Where a Signed Document is not selected for Long-Term Preservation, or where extension does not occur before the relevant certificates expire, the consequence is limited and specific:

The signatures and seal on the document remain valid, and their legal effect — established at the time of signing — is unaffected. What is affected is the document's ability to be validated from its own contents alone. Verification may then require evidence beyond the document file itself.

Nothing in this Section affects the validity of any signature or seal, or the evidential weight the document carries under applicable law.

8.5 Suspension and withdrawal

Avalus may cease applying Long-Term Preservation where your organisation-level enablement is withdrawn, or during any period in which your account is suspended under Section 6.2 or Section 10.5.

Where enablement is restored, Long-Term Preservation resumes for documents previously selected under Section 8.2(b); those selections are not lost. However, any extension deadline that passed during the period of withdrawal or suspension cannot be recovered, and Section 8.4 applies to the affected documents.

8.6 No change to the classification of the signature

Long-Term Preservation does not change the nature or eIDAS classification of any signature or seal applied by the Service. Section 4.4 continues to apply.

9. Availability and support

9.1 No uptime commitment

We do not commit to a service level or uptime percentage for the Service, and none is implied. The Service is provided using reasonable endeavours to keep it available, but without any guaranteed level of availability, and without service credits or other availability-linked remedies.

If you require a contractual availability commitment, it must be agreed separately in writing and recorded in the Order Form.

9.2 Maintenance

We may carry out maintenance that makes the Service temporarily unavailable. We will use reasonable endeavours to schedule planned maintenance outside Finnish business hours and to give advance notice where practicable. Emergency maintenance may be carried out without notice.

9.3 Support

Support is available by email at support@esoppari.fi during normal business hours in Finland. We do not commit to a response or resolution time.

9.4 Third-party dependencies

The Service depends on third parties, including eID scheme operators, a qualified timestamp authority, cloud infrastructure and an email relay. Interruption or withdrawal of any of these may affect the Service. We remain responsible for our own performance, but we do not warrant the performance of third parties, and Section 9.1 applies to any resulting unavailability.

10. Fees and payment

10.1 Fees

The Service is provided on a subscription basis, billed in monthly periods. The Order Form and the plan you select set out:

• the subscription fee and the billing period;
• the included volume of signatures covered by that fee; and
• the overage rate for signatures applied beyond the included volume.

Fees are stated in the Order Form.

All fees are in euro and exclusive of value added tax, which is added at the applicable rate (Finnish VAT is 25.5% at the date of these Terms).

10.2 How usage is counted

Usage is metered as signatures applied: one signature per Signer who signs. A signature is counted when it is successfully applied to a document; a Signing Request that is declined, expires or is cancelled before any signature is applied does not count towards usage.

Unused included volume does not carry over into a subsequent billing period.

We make usage for the current period visible in the administration portal so that overage is not a surprise at invoicing.

10.3 Long-Term Preservation charges

Long-Term Preservation (Section 8) is charged separately, per qualified timestamp obtained for a preserved document, at the rate in the Order Form. Every renewal buys a qualified timestamp, and the charge follows the cost incurred.

A charge arises only for a timestamp actually obtained. Where preservation is paused (Section 8.5), no timestamp is obtained and nothing is charged. Where a document cannot be extended for the reasons in Section 8.3, we stop obtaining timestamps for it once that is detected; a timestamp already obtained is charged, including the one whose result revealed the condition.

10.4 Invoicing and payment

Invoices are issued in arrears for each monthly billing period and are payable within 14 days of the invoice date.

Payment is by bank transfer. Each invoice carries a Finnish reference number (viite) and its ISO 11649 RF equivalent; quote one of them so the payment can be matched. We do not accept card payment or direct debit.

10.5 Late payment and suspension

An invoice not paid by its due date is recorded as overdue seven days after the due date, and is shown as overdue in the administration portal. No automatic reminder is sent.

Interest on overdue amounts accrues at the rate for commercial debts in section 4 a of the Finnish Interest Act (korkolaki 633/1982), and we may charge the standard compensation for recovery costs under section 10 e of the Debt Collection Act (laki saatavien perinnasta 513/1999). Where an invoice remains unpaid after its due date and after written notice from us, we may suspend the Service under Section 6.2 until payment is made. Suspension for non-payment pauses Long-Term Preservation (Section 8.5).

10.6 Plan changes and cancellation take effect at the period boundary

A change of plan, and a cancellation you make yourself in the administration portal, take effect at the end of the current billing period. They are not applied mid-period, and there is no proration: the open period was priced at the plan in force when it opened and is invoiced on that basis.

If you need a subscription cancelled with immediate effect, ask us. We can do it. The closing invoice may be prorated at our discretion; otherwise the remainder of the current period is forfeited and no refund arises for it.

10.7 Changes to fees

We may change fees with effect from the start of a subsequent billing period, on at least 60 days' written notice. If you do not accept the change, you may cancel with effect from the end of the last period before the change takes effect.

11. Data protection

Each party will comply with applicable data protection law.

For personal data contained in Customer Content and processed by us in providing the Service, you are the controller and we are the processor. That processing is governed by the Data Processing Agreement, which is incorporated into the Agreement.

For personal data we process as controller — for example the contact details of your administrators, prospect and billing data — see our Privacy Policy.

12. Confidentiality

Each party will keep the other's confidential information confidential, use it only for the purposes of the Agreement, and protect it with no less care than it applies to its own confidential information of similar kind.

This does not apply to information that is or becomes public without breach, was already lawfully known to the receiving party, or is independently developed. A party may disclose confidential information where required by law, giving the other party notice where lawful.

These obligations survive termination for five years, and indefinitely for information that constitutes a trade secret.

13. Intellectual property

We retain all rights in the Service, including its software, interfaces, documentation and branding. Nothing in the Agreement transfers any of those rights to you beyond the right to use the Service during the term.

If you give us feedback or suggestions, we may use them without obligation or attribution. Feedback is not confidential information for the purposes of Section 12.

14. Term and termination

14.1 Term and renewal

The Agreement runs from the effective date and renews automatically at the end of each monthly billing period until cancelled. Either party may end it with effect from the end of the current billing period; your own cancellation is made in the administration portal and takes effect as described in Section 10.6.

Where the Order Form records a fixed minimum term, that term prevails over this Section for its duration: a cancellation made in the administration portal during that term does not end the Agreement, or your obligation to pay for the remainder of the term, before the term ends.

14.2 Termination for cause

Either party may terminate the Agreement immediately on written notice if the other:

• commits a material breach that is not remedied within 30 days of written notice specifying it; or
• becomes insolvent, enters liquidation, or has an administrator or receiver appointed.

14.3 Effect of termination

On termination or expiry:

• your and your Users' right to access the Service ends, subject to Section 15;
• fees accrued up to the effective date of termination become payable; and
• no refund arises for the billing period in which termination takes effect, because periods are billed in arrears and are not prorated (Section 10.6).

15. Retrieving your data after termination

15.1 Retrieve before your account is closed

Retrieval happens through the administration portal, while your account is still open. Closing a tenant account ends portal access immediately and irreversibly — no read-only mode remains afterwards, and there is no route by which we can hand you a copy once it is closed.

We will therefore not close your tenant account for at least 30 days after termination takes effect, unless you ask us to close it sooner. Use that window to download what you need.

15.2 What retrieval produces

The Service does not provide a bulk export. Retrieval is performed by downloading documents individually through the administration portal. There is no single archive file, no API export endpoint, and no automated migration to another provider.

If you hold a large number of Signed Documents, you must plan for this. Downloading them one by one within a 30-day window may not be practical at volume, and we do not commit to producing an export on request.

15.3 What happens to your data after your account is closed

Closing your account submits an erasure request for every Signing Request in it. Those requests are then executed subject to your own retention schedule: a Signing Request still inside a retention window you configured is held and retried, not erased early. Closing your account releases every legal hold you declared, so a hold does not delay erasure after closure. Your storage area is removed only once every Signing Request in it has reached the erased state.

We therefore cannot and do not promise a date by which everything is gone. Where you configured a ten-year retention window, erasure follows that window. If you need your data removed sooner than your own schedule allows, shorten the schedule before your account is closed. If you need a Signing Request kept under a legal hold, retrieve what you need of it before then (Section 15.1).

Drafts are included, and nothing holds them. A retention window runs from the date a Signing Request ends, and a Draft has never started, so no window can be computed for one: a Draft is erased without being held, and a legal hold you declared on one is released at closure like every other hold.

Before closure, a complete Draft has no time limit, and an incomplete one may be deleted. We do not delete a complete Draft on our own initiative. A Draft is incomplete while the Service marks it so because, when it was last saved, it lacked something it needs before it can be sent, such as a Signer with a valid email address. Once nobody has edited an incomplete Draft for at least 30 days, we may delete it automatically, unless you declared a legal hold on it. See Section 11 of the Data Processing Agreement.

You may also delete a Draft yourself at any time while your account is open. Either deletion permanently removes the Signing Request, the Signer details you entered and the document you uploaded. What remains of it is our own record of the actions taken on it — its creation, each time you saved it by hand or an automatic save changed whether it could be sent, any time the document was opened, and the deletion itself — each naming the Signing Request, and the User who acted where one did, by internal identifiers only, and carrying no Signer name, no email address and none of the document. That record is described in Section 3.6 of our Privacy Policy.

We may retain data after closure where required by law — in particular finalised invoices and the accounting records behind them, under the Finnish Accounting Act and the Finnish VAT Act — and in backups until they expire in the ordinary cycle. Retained data remains subject to Section 12 and to the Data Processing Agreement.

16. Warranties and disclaimers

We warrant that we will provide the Service with reasonable skill and care, and in accordance with the Agreement.

Except as expressly stated in the Agreement, the Service is provided "as is" and we disclaim all other warranties, whether express, implied or statutory, including any implied warranty of merchantability, fitness for a particular purpose, or non-infringement, and any warranty as to availability (Section 9.1), uninterrupted operation, or freedom from error.

We do not warrant that a Signed Document will be accepted by any particular court, authority or counterparty, or that it satisfies any particular formal requirement of law. Sections 4.3 and 4.5 apply.

17. Liability

17.1 The cap

Each party's total aggregate liability arising out of or in connection with the Agreement, whether in contract, tort (including negligence), breach of statutory duty or otherwise, is limited to the total fees paid by you under the Agreement in the twelve (12) months immediately preceding the event giving rise to the claim.

17.2 Excluded losses

Neither party is liable for loss of profit, loss of revenue, loss of anticipated savings, loss of business or goodwill, or for indirect or consequential loss, in each case whether or not foreseeable.

17.3 What sits above the cap

The limits in Sections 17.1 and 17.2 do not apply to:

• death or personal injury caused by negligence;
• fraud or fraudulent misrepresentation;
• gross negligence or intentional misconduct, which Finnish law does not permit a party to exclude or limit;
• your obligation to pay fees;
• your breach of Section 6 (acceptable use) or Section 7 (Customer Content), and any third-party claim arising from Customer Content;
• a party's breach of its confidentiality obligations under Section 12; or
• our indemnity for third-party intellectual property claims under Section 18.

They also do not apply to any other liability that cannot be limited or excluded under Finnish law.

17.4 Allocation of risk

The limits in this Section reflect the fees charged and the absence of an availability commitment under Section 9.1, and are an agreed allocation of risk between the parties.

18. Indemnity for intellectual property claims

We will defend you against any third-party claim that the Service, as provided by us and used in accordance with the Agreement, infringes that third party's intellectual property rights, and will pay damages and costs finally awarded, provided you notify us promptly, give us control of the defence, and provide reasonable assistance.

This does not apply to claims arising from Customer Content, from your use of the Service in breach of the Agreement, or from combination with anything not supplied by us.

If the Service is or may become the subject of such a claim, we may procure the right for you to continue using it, modify it so it is non-infringing, or terminate the affected part of the Service and refund fees paid for the unexpired period.

19. Suppliers and subprocessors

We use third parties to provide the Service, including cloud infrastructure, an electronic identification broker, a qualified timestamp authority and an email relay. Those processing personal data on our behalf are named in Annex III to the Data Processing Agreement, and changes to them are notified under the process in that Annex.

We remain responsible for the performance of our subprocessors as if it were our own, subject to Section 17.

20. Changes to these Terms

We may change these Terms on at least 30 days' written notice. The notice states the date the change takes effect, which is at least 30 days after we send the notice to you. If a change materially and adversely affects you, you may terminate the Agreement by giving written notice before the change takes effect.

Changes required by law or necessary for security may take effect immediately, with notice as soon as practicable.

Every published version of these Terms is versioned and dated, and the version you accepted is recorded against your tenant account. Superseded versions remain available on request.

21. General

Assignment. Neither party may assign the Agreement without the other's written consent, except that either may assign it in whole to a successor in connection with a merger, acquisition or sale of substantially all assets, on notice.

Subcontracting. We may subcontract performance, remaining responsible for it under Section 19.

Entire agreement. The Agreement is the entire agreement between the parties on its subject matter and supersedes prior discussions. Neither party relies on any statement not set out in it. This does not limit liability for fraud.

Severability. If any provision is held unenforceable, the remainder continues in force and the provision is modified to the minimum extent necessary to make it enforceable.

No waiver. A failure to enforce a right is not a waiver of it.

Notices. Notices to us go to support@esoppari.fi. Notices to you go to the email addresses of your tenant's administrators in the Service. Notice by email is effective on the next business day.

Force majeure. Neither party is liable for failure to perform caused by an event beyond its reasonable control. Payment obligations are not excused.

No partnership. Nothing creates a partnership, agency or employment relationship.

Third parties. A person who is not a party has no right to enforce the Agreement.

22. Governing law and disputes

The Agreement is governed by the laws of Finland, excluding its conflict-of-laws rules and the United Nations Convention on Contracts for the International Sale of Goods.

The parties will first attempt in good faith to resolve any dispute by negotiation between senior representatives. Failing resolution within 30 days, the dispute is subject to the exclusive jurisdiction of the District Court of Päijät-Häme (Päijät-Hämeen käräjäoikeus), Lahti, Finland.

Nothing prevents either party from seeking injunctive relief in any competent court.