Terms of Service

These terms ("Agreement") govern the rights and obligations for services provided by Cobrief AS ("Cobrief") to you as a Customer and User of the System.

The Agreement contains:

User Agreement - governs the contractual relationship between Cobrief and you as a Customer.
Data Processing Agreement (appendix) - governs Cobrief's processing and management of personal data on your behalf as a Customer.

In short

The most important parts of the Agreement.

The parties have a mutual duty of confidentiality, as described in the confidentiality clause at the bottom of the Agreement.
Cobrief sells a Subscription that grants the Customer a limited, non-transferable right to use the System. Cobrief shall deliver the System to the Customer as a service provided via the internet (Software as a Service/SaaS).
The price of the Subscription follows Cobrief's price list, which is available in the System and applies per company. The Subscription has a running subscription period that is invoiced in advance. The price and the duration of the subscription period are selected in the System or agreed separately.
Cobrief may from time to time carry out routine maintenance that may cause downtime for the System. Maintenance is normally scheduled during periods of low traffic, and maintenance that may materially affect the Customer's use of the System is announced in advance on the status page (status.cobrief.com). Cobrief may perform emergency or security-related maintenance without prior notice. Such maintenance shall not constitute a breach of this Agreement or any applicable service level commitment.
Cobrief is not responsible for the accuracy and correctness of the content generated by the System. AI responses may be inaccurate and misleading, and should always be quality assured by a human at the Customer.
The Customer is responsible for the content and correctness of information included in tenders, and for complying with applicable law when participating in tender competitions.
The Customer is responsible for ensuring that the login information of the Customer's Users and access to the System are not shared with unauthorized persons.
The Customer is responsible for ensuring that the Customer's Users provide correct information in the System and that the System is not misused.

Definitions

"Subscription": the Customer's online subscription to the System.

"User": the person(s) authorized to access and use the System on behalf of the Customer.

"Customer": the legal entity that will use the System and is registered as a Customer when the Subscription is created.

"System": software provided by Cobrief that makes it easier for companies to participate in tender competitions, available at https://cobrief.com/en/ and https://app.cobrief.com/.

"Customer Content": data that the Customer itself uploads or registers in the System, for example tender documents, proposal texts, evaluations, prices, and other free text. Customer Content does not include Operational Data.

"Operational Data": data related to the operation and use of the System that Cobrief processes for its own purposes as an independent data controller, including account data about the Customer's Users (such as name, e-mail address, role, and authentication data), usage and telemetry data, error and security logs, and billing data. Cobrief's processing of Operational Data is described in Cobrief's privacy policy; see also the Data Processing Agreement.

User Agreement

The User Agreement (including appendices) is entered into between:

Cobrief AS ("Cobrief"), organization number 931 645 544, and the Customer.

The Customer is responsible for any User that the Customer has authorized to use the System.

The Agreement is accepted electronically by the Customer upon registration in the System, or upon entering into a separate license agreement with Cobrief. Updates to the Agreement are governed by the section "Changes to the Agreement" below.

Cobrief's obligations, rights, and responsibilities

Obligations

Cobrief shall deliver the System to the Customer as a service provided via the internet (Software as a Service/SaaS).
Cobrief shall not use Customer Content to train or fine-tune AI/ML models without the Customer's prior permission or instruction.
Cobrief shall offer and further develop the System to the best of its ability.
Cobrief shall correct errors in the System to the best of its ability if they occur. The Customer shall be notified depending on the severity of the error, at Cobrief's discretion.
Cobrief shall strive to maintain the System's uptime in accordance with industry standards, but the System may be unavailable and affected by errors or defects for periods. The Customer is notified of any downtime, depending on the severity, at Cobrief's discretion.
Cobrief will assist the Customer with training in the System through chat, FAQs, and by e-mail to contact@cobrief.com. Cobrief shall strive to answer questions on an ongoing basis, and usually within 2 working days. Support is limited to support for the use of the System.

Rights

Cobrief sells a Subscription that grants the Customer a limited, non-transferable right to use the System, as set out in this Agreement.
Cobrief holds all copyright and other intellectual property rights related to the System, including all further development.
Cobrief uses Customer Content only to deliver the System to the Customer. Any other use, such as improving the System in aggregated and de-identified form, requires the Customer's prior permission.
Cobrief may collect and use Operational Data (as defined in this Agreement) for the purposes of delivering, securing, operating, and improving the System, as further described in Cobrief's privacy policy. Such use does not require the Customer's prior permission.
Cobrief may from time to time carry out routine maintenance that may cause downtime for the System. Maintenance is normally scheduled during periods of low traffic, and maintenance that may materially affect the Customer's use of the System is announced in advance on the status page (status.cobrief.com). Cobrief may perform emergency or security-related maintenance without prior notice. Such maintenance shall not constitute a breach of this Agreement or any applicable service level commitment.
Cobrief has the right to carry out investigations that are reasonable and necessary to ensure that the System is used in accordance with the Agreement.
Cobrief has the right to refuse, freeze, or cancel a Subscription and/or block access to the System if the Customer or its Users have breached this Agreement.

Responsibilities

Cobrief is not responsible for the outcome of participation in tender competitions. Any participation in tender competitions involves a risk of loss, and it is the Customer's responsibility to assess the risk of participation.
Cobrief is not responsible for the accuracy and correctness of the content generated by the System. AI responses may be inaccurate and misleading, and should always be quality assured by a human at the Customer.
Cobrief shall be held harmless for all expenses and losses if claims are made against Cobrief by any of the Customer's third parties as a result of the Customer's use of the System, including information and data that the Customer enters into the System or that is generated in the System. The Customer agrees to indemnify Cobrief.
Cobrief's liability for damages under this Agreement is limited to direct losses. Cobrief is not liable for indirect losses, such as loss of profit, loss due to downtime, loss of data, loss of use, and third-party claims. The liability is limited to covering only the Customer's documented financial loss, and cannot exceed 50% of the consideration the Customer has paid for the System during the last 12 months before the damage occurred.

The Customer's obligations, rights, and responsibilities

Obligations

The Customer is obliged to provide correct information in the System and to ensure that its Users also provide correct information.
To use the System, the Customer and every User must receive electronic communication relevant to the use of the System, either in the System and/or by e-mail.
The Customer is responsible for ensuring that the login information of the Customer's Users and access to the System are not shared with unauthorized persons.

Rights

The Customer purchases a Subscription from Cobrief that grants the Customer a limited, non-transferable right to use the System, as set out in this Agreement.
The Customer owns and holds the intellectual property rights to its own Customer Content.
The Customer has the right to change, export, and delete its own Customer Content in accordance with applicable law.
Upon termination of the Agreement, the Customer has the right to have all of its own Customer Content exported in a structured and machine-readable format.
Upon termination of the Agreement, the Customer has the right to have its own Customer Content deleted, and Cobrief shall carry out the deletion within a reasonable time after the Customer's written request has been received.

Responsibilities

The Customer is responsible for assessing whether the System and/or the information, answers, or recommendations received through the System are suitable for its needs. The System may change at Cobrief's sole discretion.
The Customer is responsible for the content and correctness of information included in tenders, and for complying with applicable law when participating in tender competitions.
The Customer is responsible for the lawfulness of personal data being uploaded to the System.
The Customer and its Users shall in no way use the System with the intent to create or contribute to creating competing solutions. If a breach of this provision is suspected, Cobrief has the right to immediately close the Customer's account and terminate the agreement without the Customer being entitled to a refund or other compensation.
The Customer's liability for damages under this Agreement is limited to direct losses. The Customer is not liable for indirect losses, such as loss of profit, loss of data, and third-party claims. The liability is limited to covering only Cobrief's documented financial loss, and cannot exceed 50% of the consideration the Customer has paid for the System during the last 12 months before the damage occurred. However, these limitations do not apply if the Customer has acted with gross negligence or intent, or in the event of infringement of intellectual property rights, such as the System being used in violation of the Agreement to develop a solution competing with the System.

Duration and termination

Access to the System is offered as a running subscription where the duration of the subscription period is selected in the System or agreed separately.

The Agreement may be freely terminated by either party with three (3) months' notice, unless otherwise agreed. The notice period is calculated from the first day of the month following the month in which written notice of termination is given. If the notice period overlaps with a new subscription period, the Customer will only be invoiced for the subscription until the end of the notice period. In cases where the subscription period lasts less than three (3) months, the notice period is the same interval as the subscription period.

Price and payment terms

The price of the Subscription is stated in the System and applies per company, unless otherwise agreed separately. Prices are stated exclusive of VAT.

Cobrief has the right to change the price and pricing model for the Subscription. The Customer shall be informed with 3 (three) months' notice of price changes exceeding changes in the consumer price index.

Cobrief invoices the Subscription in advance, unless otherwise agreed separately. Invoices are due 14 days from the invoice date. Cobrief does not refund subscription costs already paid.

In the event of late payment, Cobrief reserves the right to temporarily restrict access to the System until full payment has been received. In such cases, Cobrief may also claim late payment interest in accordance with applicable regulations. The Customer remains responsible for completing the payment for the subscription, and Cobrief may use alternative payment methods to collect outstanding amounts.

Confidentiality

The parties shall not exploit, be given access to, or disclose information etc. that must be considered confidential to the other party. This includes, among other things, information about customers, business matters, technology, functionality, new functionality, user interfaces, access, costs and revenues, market plans, and working methods etc. The parties shall treat the information with a sufficient degree of confidentiality to maintain, retain, and protect the information. The confidentiality requirement applies both while the Agreement is in force and thereafter. If a party is in doubt as to whether information is confidential, the other party shall be consulted before the information is exploited, disclosed, made accessible, etc. All information entered into the System shall be considered confidential unless it is publicly available.

Confidentiality does not include information necessary for the exercise of rights and obligations under the Agreement or for administering the relationship to the Agreement.

Changes to the Agreement

Cobrief may update this Agreement from time to time, for example to reflect changes in law, in the System, or in Cobrief's services. The current version is always available on this page.

In the event of material changes that reduce the Customer's rights under this Agreement, Cobrief shall notify the Customer at least thirty (30) days before the changes take effect, for example by e-mail to the Customer's registered contact persons or by notice in the System. If the Customer does not object in writing before the changes take effect and continues to use the System after that date, the updated version applies between the parties. If the Customer objects on reasonable grounds and the parties do not reach agreement, the Customer may terminate the Agreement in accordance with its termination provisions.

Changes to prices and price models are governed by the section "Price and payment terms". Upon acceptance, the most recent version of the Agreement replaces all previous versions.

Other

The parties shall endeavor to resolve any conflicts or disagreements through negotiations. Disputes that arise and are not resolved through negotiations within a reasonable time (no more than 60 days) shall be decided under Norwegian law with Oslo District Court as the legal venue.
The Agreement may be assigned in connection with, for example, mergers or the purchase/sale of companies.
Contact Cobrief at contact@cobrief.com if you have questions regarding this Agreement.

Appendix: Data Processing Agreement

See the attached data processing agreement here: https://cobrief.com/en/legal/data-processing-agreement