Synkka service descriptions and terms of use

This page contains following sections, please scroll down

• Synkka service description for supplier customer
• Terms of use of Synkka-service for supplier customers
• Synkka service description for recipient customer
• Synkka-service Terms of use for recipient customers

1. Service content 

The Synkka-service (hereinafter “the service”) is a cloud service maintained by GSI Finland Oy (hereinafter “the service provider”), based on open standards and interfaces. The service is located in the cloud environment so that it can be contacted from anywhere through an Internet connection. Correspondingly, the standard interfaces of the service are easily available from the cloud from anywhere. 

The service offers the customer a flexible and centralized manner for transmitting product information and content between information producers and recipients. The service contains, among other things, the following properties: 

• Centralized GDSN-certified data pool 

• Sending of product information to recipients both in Finland and selected foreign data pools 

• Sending of media files both to recipients and to third parties 

When the service is developed, the service provider takes customer feedback into account. For development work, the service provider may request feedback from customers on their user experiences and proposals for the potential continued development of the service. The purpose of the service is to assist the users of the service in efficient transmission of product information. However, the service provider decides on the planning and implementation of the service development plan (“road-map”). 
 

2. Joining the service and the customer’s responsibilities 

To be able to join and use the service, the customer shall, during the entire agreement period, meet the conditions described below and be responsible for the circumstances described: 

1. The customer shall have in use a GS1 company prefix. The GS1 company prefix is a number series on the basis of which identifying identifiers can be formed. The service provider grants the GS1 company prefix or the GS1 organization of some other country based on a separate agreement. The management of the usage rights of the service is based on a valid GLN number (Global Location Number) formed on the basis of the GS1 company prefix.   

2. The customer shall name a main user, to whom the service provider grants usage rights for the service, and who is responsible for the maintenance of the company-specific users. The customer may, if they wish, maintain employee or work phase-specific users.  

3. The product information that the customer has saved in the service and published there must meet the service provider’s orders and requirements according to the instructions concerning the product information valid at the time. The service provider delivers valid instructions to the customer or alternatively makes them available to the customer on the website of the service www.gs1.fi. 
    

3. Conditions for use 

The customer is responsible for ensuring that the customer’s product information and their processing meet the requirements determined in this section, so that they can be saved and published in the service: 

1. The product information must pass the international and Finnish product information inspections.  

(a) Only product information that has passed the inspections are transmitted by the service to the recipients of the product information. Product information that is saved as a draft or rejected in an automated inspection are not transmitted. The customer is obligated at their own cost to correct the rejected product information so that they pass the inspections. 

(b) The service transmits the product information that has passed the inspections only to those recipients who have made an inquiryof the product information in question, and who have the right on the basis of a service agreement to see the product information in question.  

2. The customer saves the product information in the service either through the browser user interface or by sending the information from their own system as XML-format product information messages. Media metarials are saved through the browser user interface or by sending the information through the programming interface (API).  

3. The interfaces made in the service are made according to the interface instructions delivered by the service provider to the customer valid at any given time (Operation manual). The up-to-date instructions are published and made available to the customer on the website of the service www.gs1.fi. 

In the Finnish market, a number of product information saving service companies also operate, that save product information on behalf of the companies through a browser user interface to Synkka. 

The service retains both valid and potentially valid product information versions in the future. The data pool does not retain the product’s previous product information versions.  

Customers have 50 gigabytes of saving space available to them for media files. The service provider must be negotiated with concerning potential additional space. 
 

4. Service maintenance and development 

The service provider develops the service according to the GDSN Global Data Synchronization Network standard, authorities’ orders and the requirements of the customers. 

The service provider is responsible for the continuous maintenance of the service and customer support according to this service description. 

A separate monitoring group belongs to the service, the task of which is, among other things, to participate in the development of the service and change communications related to the service. GS1 names the members of the monitoring group. 
 

5. Service level 

The service hours of the service is on weekdays between 10:00–15:00. The service is available to the customer around the clock seven days a week according to the terms of use, but the service provider does not guarantee or be responsible for the usability of the service outside the service hours. The service provider strives to achieve availability of the service to the customer at least 98% of the service hours.  

The service provider notifies the customers of known and planned service interruptions well in advance, at least three (3) days before the interruption, on the website of the service. 
 

6. Customer service 

On issues related to service, customers may contact the service provider’s customer service either by email asiakaspalvelu@gs1.fi or by telephone on the number 075 756 3500. The customer service serves on weekdays between 10:00–15:00. Abnormal customer service hours are notified on the website of the service www.gs1.fi. 
 

7. Validity and changes 

This service description is valid until further notice. Because the service is a continuously developing service, the service provider retains the right to make changes to the service description. The service provider strives to notify changes in advance. The updated service description is published and at the time available on the website of the service www.gs1.fi. 

1. Introduction 

These terms of use concern the Synkka-service offered by GS1 Finland Oy (hereinafter “the service provider”) to a supplier customer (hereinafter “the customer”) (hereinafter “the service”). The agreement concerning the use of the service is made between the service provider and the customer, and these terms of use are applied to the use of the service.  

The service is offered to the customer at the scope and terms described at any given time in the service description and these terms of use. The service provider is not responsible for ensuring the service is suitable for the purpose of use planned by the customer. The service description valid at the time of concluding the agreement is an appendix to the actual agreement, and the service description valid at any given time is found on the website of the service www.gs1.fi. 

2. The customer’s rights and obligations 

2.1. Right of use 

The customer or a third party operating on behalf of the customer (e.g., an external consultant or agency-hired labour) has the right to use the service and the product information contained by it according to these terms of use and the service description valid at any given time. So that the service provider may offer service, the customer shall comply with the terms of use and meet the conditions and terms concerning the customer indicated in the service description. 

The customer’s right to use the service starts when the service provider announces that the service is available to the customer according to the agreement. 

Provided that the customer complies with these terms of use and the service description, particularly by meeting their payment obligations, the service provider grants the customer a non-exclusive right to use the service and the material arisen in connection with its use and/or material provided by the service provider in their own business operations during the validity of the agreement.  

Within the framework of their right of use, the customer does not have the right to change, edit, distribute or copy the service, its parts or the information produced by it or the information and material delivered by the service provider, or use the service to offer services to third parties (such as usage service or service center services). The customer does not have the right to transfer the usage right of the service according to this agreement to a third party.  

If the customer wants to take the service into use with some other cooperation partner, the customer shall guide this cooperation partner to make contact with the service provider. The service provider will negotiate separately with the cooperation partner in question about joining the service.  

The customer may use the services of a third party in the transfer of materials defined in section 2.3. The customer is responsible for the performances and omissions of the third party in the same way as for their own. 

The absolute precondition for the start of the usage right of the service is that the customer approves and is committed to the GS1 GDSN, Inc. TOPA standard agreement terms (Terms Of Participation Agreement For Non US Trading Partners). The standard agreement terms concern the joining of the customer to the GDSN network and the sending of product information to other countries’ data pools.  

2.2. Usage environment of the service 

The customer is themselves at their own cost responsible for the equipment needed for the use of the service, telecommunications and other connections and software and ensuring their operating condition, and making them available according to the usage environment requirements indicated by the service provider.  

The customer uses the service at their own computer or other suitable terminal equipment. In other cases than using the service through a web user interface, the customer is themselves responsible at their own cost for the planning and building their own information systems and the integration between the service, operation and testing and commissioning procedures related to integration. 

2.3. Information the customer saves in the service 

The customer is alone responsible for the correctness of the information (e.g., product information and other material) input to the service, its faultlessness, legality and suitability to the customer’s purposes. The service provider is not responsible for any errors related to the service or its use, deficiencies or incidents, or the related losses or costs that are based on the customer’s information. The service provider grants the customer a limited usage right to information arisen in the service concerning the customer.  

The customer is committed at their own cost to promote the utilization of the service in their own organization and to train their personnel to use the service. 

The customer shall without delay notify the service provider of changes that concern  

1. the customer’s name and/or business ID 

2. the contact person 

3. address and email address 

4. other information indicated by the customer in the agreement which may be assumed to be of significance to the service provider. 

3. The service provider’s rights and obligations 

The service provider provides the service in the manner it considers best in accordance with the service description. The service provider is responsible for ensuring that the information and materials assigned by the customer in the service are stored in a safe and appropriate manner by the service provider. The service provider has the right to use subcontractors when offering the service.  

The service provider has the right, during the validity of the agreement and after its termination, to collect, edit and use the information arisen in the service or materials in their business operations.  

The service provider has the right to use the customer as a reference when informing about the service, for example, in communications and marketing.  

4. Identification for the service 

The service provider assigns to the customer the customer-specific identification information necessary for using the service (hereinafter “the identifiers”).  

The customer is responsible for ensuring that the identifiers are stored carefully. The customer is responsible for the use of the service taken place with their identifiers. 

The customer is promptly committed to indicate any suspected abuse of the identifier. The customer’s responsibility for the use of the service taken place with their identifier ends, when the service provider has received the customer’s announcement or the service provider has otherwise noticed abuse. 

The service provider has the right to change or obligate the customer to change the service identifier, if it is necessary, for example, due to a serious information security threat. 

5. Changes to the service 

Because the service is a continuously developing service, the service provider retains the right to make changes to the service according to their discretion and document them in the service description. The updated service description is at any given time available on the website of the service. 

If a change to be made in the service, in the opinion of the service provider, has a material impact on the content of the service, the service provider shall notify the change to the customer in writing at least thirty (30) days before the change enters into force. If the customer does not accept the change, the customer has the right to give notice and terminate the agreement to end on the indicated date of entry into force of the change, by indicating this in writing to the service provider at least fourteen (14) days before the change enters into force.  

6. Service usability and interruption 

The service provider strives to achieve the usability of the service to the customer and its availability according to the service levels described in the service description. 

In addition to what has been stated about the interruption of the service elsewhere in these terms of use, the service provider has the right to temporarily remove the service from use, when it is necessary, among other things, due to information system maintenance, upkeep or other comparable reason. The service provider strives to take care that the interruption will not last long and that it takes place at such a time and in such a way that it causes as little inconvenience to the customer as possible. The service provider announces any interruption to the customer in advance according to opportunities and need, on the website of the services. The service provider is not obligated to compensate the customer for costs, losses and damage potentially caused by the interruption. The service provider additionally has the right to prevent the customer’s access to the service, if the customer uses, or the service provider has justified cause to suspect that the customer uses, the service contrary to the agreement. 

If the service develops a fault or disturbance, the service provider has the right to repair the fault or disturbance within a reasonable time after it has become known to the service provider. In other regards, the service provider is not responsible for the faults or disturbances potentially appearing in the service, or the damage or other losses caused. The service provider is not responsible for losses or damage potentially caused by temporary usage interruptions. The service provider is also not responsible for the customer’s or any third party’s, such as, logistics service provider or telecommunications connection maintainer operation that has caused losses, damage or service operation-related disturbances.  

7. Payments and terms of payment 

The service provider’s right to invoice for the service begins when the service provider has announced that the service is available to the customer at the connection point. 

The customer pays for the service according to the service provider’s price list valid at any given time. The price list is an appendix to the actual agreement, and the price list valid at any given time is also found on the website of the service. 

Interest for late payment according to the Finnish Interest Act plus a reminder fee and other collection expenses, such as a collection fee, shall be added to any delayed payment. If the customer’s payment is delayed for thirty (30) days, the service provider additionally has the right to close the customer’s connection to the service without an advance notification. The usage payments based on the agreement are not returned to the customer when the agreement ends. 

8. Rights to the service  

The service and the changes made to it and the ownership and copyright to new functionalities and all other intellectual property rights belong to the service provider or a third party, and the customer is not granted any other rights to the service, except the usage right according to section 2 during the validity of the agreement.  

The customer may not edit, copy, change or further develop the service or its parts without the service provider’s written consent. 

All the changes made with the service provider’s written consent and the potentially included intellectual property rights, which the customer or a third party implements as agreed in the service on behalf of the customer, for example, through further development work, belong to the service provider in the scope determined in this section. Such a change is, however, included in the customer’s usage right according to section 2. The customer is responsible for ensuring that such a change and its use by the service provider does not infringe on a third party’s intellectual property rights. 

The customer retains all ownership and intellectual property rights to the information and material input by the customer to the customer’s service; this does not, however, restrict the usage rights granted to the service provider according to these terms of use of such material. In other regards, all the rights to the information and material that concern the service, or information and material resulting from connections with the use of the service, belong exclusively to the service provider or their cooperation partner. 

9. Infringements of intellectual property rights 

The service provider is responsible for ensuring that the service does not infringe on a third party’s intellectual property rights in Finland. 

The service provider is obligated to defend the customer at their cost, if a claim is presented against the customer that the service infringes a third party’s intellectual property rights in Finland, provided that the customer without delay announces the presented claim to the service provider in writing, and lets the service provider use the respondent’s right of action and provides the service provider at their request all the available necessary information and assistance and the necessary authorisations.  

If the service provider considers it justifiable, or it has been considered in legal proceedings that the service infringes a third party’s intellectual property rights in Finland, the service provider has the right at their own cost and according to their choice to either (i) obtain for the customer the right to continue to use the service or (ii) change the service so that the infringement ends. If neither of the above described alternatives is possible at reasonable terms for the service provider, the customer shall stop the use of the service at the request of the service provider.  

However, the service provider is not responsible for a claim that (i) is made by a party that has control over the customer or over whom the customer has control, as control is defined in the Accounting Act, (ii) is due to a change made by the customer in the service without the service provider’s permission, (iii) is due to the use of service in connection with other than the service provider’s delivered or approved product or service or (iv) could have been avoided by using a published product or service, which the service provider offered for the customer’s use without separate payment. 

The service provider’s responsibility for the infringements of the intellectual property rights of the service is restricted to what is agreed on in this section 9.   

10. Information security and privacy protection 

Each contracting party is responsible for their own information system and privacy protection in the network. Neither contracting party is responsible for the information security of the general Internet network or the potentially appearing disturbances or other information security factors outside their own control that may harm the use of the service or cause damage.  

The contracting party is obligated to announce to the other contracting party without undue delay of significant information security risks, infringements, or suspicions of these endangering its use.  

The contracting party shall, for their part, immediately take action to remove the impact of an information security infringement or to mitigate it. 

The customer is committed to investigating information security infringements when the service provider requests it. 

The customer is responsible for ensuring that potential processing of personal data in the service by the customer takes place at any given time according to the valid personal data legislation. The service provider acts as a processor of personal data on behalf of and for the customer. When processing personal data, the service provider complies with the instructions and orders given by the customer and the provisions of the personal data legislation. The customer is responsible for all costs, damage and losses potentially caused to the service provider, which are based on a breach of the obligations according to this section. 

The service provider does not save the customer’s information and materials in the service outside the EU/EEA area.  

11. Confidentiality 

The customer and the service provider are committed to keeping confidential and secret the trade secrets registered as confidential by the party. The customer has no right to assign the service provider’s trade secrets to a third party without the service provider’s written permission. 

The confidentiality obligation does not, however, concern materials and information: 

1. which is generally available or otherwise public 

2. which the contracting party has received from a third party without a confidentiality obligation 

3. which is in the possession of the receiving contracting party without a related confidentiality obligation before receiving them from the other contracting party 

4. which the contracting party has independently developed without utilizing the confidential material or information received from the other contracting party 

5. the assignment of the information or publication is due to an authority’s decision or an obligation based on the law. 

However, the customer has the right to assign confidential information or materials according to the law or an authority’s order. The customer is responsible for ensuring that the customer’s subcontractor or other third party processing the information in question or material complies with the corresponding confidentiality or other obligations as the customer themselves. 

The confidentiality obligation determined in this section 11 is valid during the validity of the agreement and for five (5) years after the termination of the agreement. 

12. The service provider’s liability and obligation to pay damages 

The service provider’s responsibility concerning the service requires that the customer meets the obligations according to the terms of use and service description and uses the service according to the agreement.  

The service is offered for the customer’s use according to the “as is” and “as available” principles, i.e., it is available only as such as it is at any given developmental stage. The service provider does not give any guarantees or take responsibilty for the suitability of the service for a certain purpose or its commercial utilizability or that the service is available and operates without interruptions or faults. 

For the sake of clarity, it is stated that the service provider does not take any responsibilty for the damage that the service or its use potentially may cause to the customer or a third party, except for what has been specifically stated in this section 12. 

The service provider’s responsibility to the customer is in all cases restricted to the amount of compensation that the customer has paid to the service provider for the use of the service during the twelve (12) months previous to the occurrence of the damage. The compensation claim must be made at the latest within a year from the day when the customer became aware, or the customer should have become aware, of a condition on which the compensation claim is based.  

The customer has not in any situation the right to compensation for indirect damage, such as, profit not received, operating income not received, damage to the reputation or the information that the customer has lost in the service.  

The customer has no right to receive compensation from the service provider other than what has been specifically stated in these terms.  

13. Force majeure 

The service provider is not responsible for damage that is caused by a force majeure event or for the service provider’s operations becoming unreasonably difficult for a comparable reason. War, threat of war, requisitioning or confiscation of public need, an import or export prohibition, a labour conflict, a natural phenomenon, fire, cable or similar damage caused by a third party, flood, water damage, excess voltage from the electrical network, interruption in the supply of energy or another essential raw material, defects in telecommunication connections, defects in telecommunication connections acquired from or (e.g., product information and other material)in the possession of a third party or a delay in delivery, a circumstance due to a third party which is not dependent on the service provider, or another reason that the service provider could reasonably not have taken into account or prevented or overcome its impact is considered a force majeure. 

If the fulfilment of a contractual obligation is delayed for some reason referred to in the previous paragraph, the period for fulfilling the contractual obligation shall be extended for as long as must be considered reasonable, considering all the relevant circumstances. The customer shall be informed of any force majeure and its termination without delay on the service website. 

14. Validity and termination 

The agreement enters into force by the signatures of the parties. The agreement is valid for a fixed term of 12 months at a time, unless notice has been given to terminate the agreement one (1) month before the fixed period has ended.  

Without restricting the other means that the service provider has available according to the agreement or the law, the service provider additionally has the right to give notice to terminate the agreement imediately, if: 

1. the customer no longer meets the conditions set for the customer in the service description according to section 2, at which time the service provider has the right to charge the customer the payment according to the valid price list at any given time, until the end of the invoicing period. 

2. The service provider has prevented the customer’s access to the service according to a delay in payment according to section 8, and the customer has not paid the appropriate payment within fourteen (14) days from the day when access was prevented. 

3. The customer breaches section 2 of the terms of use.  

Both parties have the right to cancel the agreement immediately, if: 

1. the other party has breached the provisions of the agreement by a material manner and has not remedied their procedure within fourteen (14) days after the other party’s written notice. 

2. The other party seeks or is declared bankrupt or placed in reorganization or is otherwise found to be insolvent. 

3. The force majeure event according to section 13 has lasted continuously over two (2) months. 

15. Transfer of the agreement 

The customer has no right to transfer the agreement to a third party without the written agreement of the service provider. Regardless of what has been stated, the customer has the right to transfer the agreement to another company within a Group. As a result of the above-mentioned transfer, the service provider has the right to check and, as necessary, change the charges debited for the service according to the pricing criteria determined in the agreement.   

The service provider has the right to transfer the agreement as a whole or partly within the Group to another company and to a third party in connection with a business arrangement. The service provider will announce the transfer to the customer in advance. In addition, the service provider has the right to transfer its receivables based on the agreement to a third party. After a notification concerning the transfer of receivables, the payments can only be validly made to the transferee. 

16. Applicable law and resolution of disputes 

Finnish legislation is applied to the agreement, excluding the connecting factor rules. Any disputes caused by this agreement shall be finally resolved in arbitration proceedings according to the arbitration procedure rules of the Central Chamber of Commerce. The arbitration tribunal shall have one member. The seat of the arbitration proceedings shall be Helsinki.  

17. Changes and additions to the terms of use 

The service provider has the right to change these terms of use after thirty (30) days from the date when a notification was delivered to the customer about such a change and when the change was communicated on the service website. If the customer does not accept the change, the customer then has the right to give notice to terminate the agreement immediately by notifying the matter in writing to the service provider before the change enters into force. 

1. Service content 

The Synkka-service (hereinafter “the service”) is a cloud service maintained by GSI Finland Oy (hereinafter “the service provider”), based on open standards and interfaces. The service is located in the cloud environment so that it can be contacted from anywhere through an Internet connection. Correspondingly, the standard interfaces of the service are easily available from the cloud from anywhere. 

The service offers the customer a flexible and centralized manner for transmitting product information and content between information producers and recipients. In the Synkka service, the recipient customer defines which product information and which publisher you want to receive it from. The service contains, among other things, the following properties: 

• Centralized GDSN-certified data pool 

• Receiving product information from both Synkka and foreign GDSN data pools 

• Receive media files from Synkka 

 

When the service is developed, the service provider takes customer feedback into account. For development work, the service provider may request feedback from customers on their user experiences and proposals for the potential continued development of the service. The purpose of the service is to assist the users of the service in efficient transmission of product information. However, the service provider decides on the planning and implementation of the service development plan (“road-map”). 
 

2. Joining the service and the customer´s responsibilities 

To be able to join and use the service, the customer shall, during the entire agreement period, meet the conditions described below and be responsible for the circumstances described: 

The customer shall have in use a GS1 company prefix. GS1 company prefix is a number series on the basis of which identifying identifiers can be formed. The GS1 company prefix is issued by GS1 Finland or another GS1 organization. The management of the usage rights of the data pool is based on a valid GLN number (Global Location Number) formed on the basis of the GS1 company prefix.  

The customer shall name a main user, to whom the service provider grants usage rights for the service, and who is responsible for the maintenance of the company-specific users. The customer may, if they wish, maintain employee or work phase-specific users.  
 

3. Conditions for use 

The customer must have an information system for the collection of product information. The customer's information system must receive the data in a secure way. Up-to-date instructions can be found on www.gs1.fi. 

The service monitors the development of international standards and requires the customer to commit to the immediate implementation of the changes to the extent required for the smooth operation of the service. 
 

4. Service maintenance and development 

The service provider develops the service according to the GDSN Global Data Synchronization Network standard, authorities’ orders and the requirements of the customers. 

The service provider is responsible for the continuous maintenance of the service and customer support according to this service description. 

 

5. Service level 

The service hours of the service is on weekdays between 9:00–15.00. The service is available to the customer around the clock seven days a week according to the terms of use, but the service provider does not guarantee or be responsible for the usability of the service outside the service hours. The service provider strives to achieve availability of the service to the customer at least 98% of the service hours.  

The service provider notifies the customers of known and planned service interruptions well in advance, at least three (3) days before the interruption, on the website of the service. 
 

6. Customer service 

On issues related to service, customers may contact the service provider’s customer service either by email asiakaspalvelu@gs1.fi or by telephone on the number 075 756 3500. The customer service service hours are notified on the website www.gs1.fi. 
 

7. Validity and changes 

This service description is valid until further notice. As the service is a continuously developing service, the service provider retains the right to make changes to the service description as further agreed in Annex 2. The service provider will notify the Customer's service contact persons of the changes in advance. The updated service description is published and at the time available on the website of the service www.gs1.fi. 

1. Introduction 

These Terms of Use concern the Synkka-service (hereinafter the "Service") offered by GS1 Finland Oy (hereinafter the "service provider") to a recipient customer (hereinafter the "Customer"). The agreement concerning the use of the service is made between the service provider and the customer, and these terms of use are applied to the use of the service.  

The service is offered to the customer at the scope and terms described at any given time in the service description and these terms of use. The service provider is not responsible for ensuring the service is suitable for the purpose of use planned by the customer. The service description valid at the time of concluding the agreement is an appendix to the actual agreement, and the service description valid at any given time is found on the website of the service www.gs1.fi. 
 

2. Customer´s rights and obligations 

2.1 Right of use 

The customer or a third party operating on behalf of the customer (e.g., an external consultant or agency-hired labour) has the right to use the service and the product information contained by it according to these terms of use and the service description valid at any given time. So that the service provider may offer service, the customer shall comply with the terms of use and meet the conditions and terms concerning the customer indicated in the service description. 

The customer’s right to use the service starts when the service provider announces that the service is available to the customer according to the agreement. 

Provided that the customer complies with these terms of use and the service description, particularly by meeting their payment obligations, the service provider grants the customer a non-exclusive right to use the service and the product information contained in their own business operations during the validity of the agreement. Customer’s right to use includes the right to publish the product information contained in the service as part of its own business or related service (e.g. publishing product information in an online store or online service). 

Within the framework of their right of use, the customer does not have the right to change, edit, distribute or copy the service or any part thereof. In addition, the Customer does not have the right to change, modify or disclose the product information contained in the Synkka service or the information and materials provided by the service provider. Notwithstanding the above, the customer has the right to modify and change product information in their own information systems. The Customer is responsible for any additions to the product information or other information mentioned above or for any changes to the agreement. The Customer does not have the right to use the Service or the product information contained therein to develop services or products that compete with the service provided by the service provider themselves or with the help of a third party. In addition, the customer may not disclose product information to third parties. The customer does not have the right to transfer access to the service under this Agreement to a third party.  

If the customer wants to take the service into use with some other cooperation partner, the customer shall guide this cooperation partner to make contact with the service provider. The service provider will negotiate separately with the cooperation partner in question about joining the service.  

The customer may use the services of a third party in the transfer of materials defined in section 2.3. The customer is responsible for the performances and omissions of the third party in the same way as for their own. 

The absolute precondition for the start of the usage right of the service is that the customer approves and is committed to the GS1 GDSN, Inc. TOPA standard agreement terms (Terms Of Participation Agreement For Non US Trading Partners). The standard agreement terms concern the joining of the customer to the GDSN network and the inquiry of product information from product databases in other countries. 

2.2 Usage environment of the service 

The customer is responsible, at his own cost, for acquiring the equipment needed for the use of the service, telecommunications and other connections and software and ensuring their operating condition, and making them available according to the usage environment requirements indicated by the service provider.  

The customer uses the service at his own computer or other suitable terminal equipment. In other cases than using the service through a web user interface, the customer is responsible, at his own cost, for planning and building information systems and the integration between the service, operation and testing and commissioning procedures related to integration. 

2.3 Information received by the customer from the service 

The Customer is alone responsible for the use and suitability of the information received from the service (e.g. product information and other materials) for the customer's purposes. The service provider is not responsible for any errors related to the service or its use, deficiencies or incidents, or the related losses or costs that are based on or resulting from the information contained in the Service (including product information and other materials). 

The customer is committed at their own cost to promote the utilization of the service in their own organization and to train their personnel to use the service. 

The customer shall without delay notify the service provider of changes that concern  

1. the customer’s name and/or business ID 

2. the contact person 

3. address and email address 

4. billing information 

5. other information provided by the customer in the contract that may be expected to be relevant to the service provider. 
    

3. The service provider’s rights and obligations 

The service provider provides the service in the manner it considers best in accordance with the service description. The service provider has the right to use subcontractors to provide the service. The service provider is responsible for the subcontractors' activities, such as their own.  

The service provider has the right, during the validity of the agreement and after its termination, to collect, edit and use the information arisen in the service or materials in their business operations.  

The service provider has the right to use the customer as a reference when informing about the service, for example, in communications and marketing.  
 

4. Identification for the service 

The service provider assigns to the customer the customer-specific identification information necessary for using the service (hereinafter “the identifiers”).  

The customer is responsible for ensuring that the identifiers are stored carefully. The customer is responsible for the use of the service taken place with their identifiers. 

The customer is promptly committed to indicate any suspected abuse of the identifier. The customer’s responsibility for the use of the service taken place with their identifier ends, when the service provider has received the customer’s announcement or the service provider has otherwise noticed abuse. 

The service provider has the right to change or obligate the customer to change the service identifier, if it is necessary, for example, due to a serious information security threat. 
 

5. Changes to the service 

Because the service is a continuously developing service, the service provider retains the right to make changes to the service according to their discretion and document them in the service description. The updated service description is at any given time available on the website of the service. Customers will be notified of service changes in advance, taking into account the quality and impact of the changes on customers. 

If a change to be made in the service, in the opinion of the service provider, has a material impact on the content of the service, the service provider shall notify the change to the customer in writing before the change enters into force. If the customer does not accept the change, the customer has the right to give notice and terminate the agreement to end on the indicated date of entry into force of the change, by indicating this in writing to the service provider before the change enters into force.  
 

6. Service usability and interruption 

The service provider strives to achieve the usability of the service to the customer and its availability according to the service levels described in the service description. 

In addition to what has been stated about the interruption of the service elsewhere in these terms of use, the service provider has the right to temporarily remove the service from use, when it is necessary, among other things, due to information system maintenance, upkeep or other comparable reason. The service provider strives to take care that the interruption will not last long and that it takes place at such a time and in such a way that it causes as little inconvenience to the customer as possible. The service provider announces any interruption to the customer in advance according to opportunities and need, on the website of the services. The service provider is not obligated to compensate the customer for costs, losses and damage potentially caused by the interruption. The service provider additionally has the right to prevent the customer’s access to the service, if the customer uses, or the service provider has justified cause to suspect that the customer uses, the service contrary to the agreement. 

If the service develops a fault or disturbance, the service provider has the right to repair the fault or disturbance within a reasonable time after it has become known to the service provider. In other regards, the service provider is not responsible for the faults or disturbances potentially appearing in the service, or the damage or other losses caused. The service provider is not responsible for losses or damage potentially caused by temporary usage interruptions. The service provider is also not responsible for the customer’s or any third party’s, such as, logistics service provider or telecommunications connection maintainer operation that has caused losses, damage or service operation-related disturbances.  
 

7. Payments and terms of payment 

The service provider’s right to invoice for the service begins when the service provider has announced that the service is available to the customer at the connection point. 

The Customer pays the fees according to the price list of the service provider in force at the time. The price list is attached to the actual contract, and the current price list can also be found on the service's website. 

Interest on late payment is added to the late payment in accordance with the Interest Act, as well as a reminder fee and other collection costs, such as a collection fee. If the customer's payment is delayed by thirty (30) days, the service provider also has the right to close the customer's connection to the service without prior notice. Contractual service usage fees will not be refunded to the customer at the end of the contract. 

The service provider has the right to change the prices of the service. Price changes shall be notified at least one month before their entry into force. 
 

8. Rights to the service  

The service and the changes made to it and the ownership and copyright to new functionalities and all other intellectual property rights belong to the service provider or a third party, and the customer is not granted any other rights to the service, except the usage right according to section 2 during the validity of the agreement.  

The customer may not edit, copy, change or further develop the service or its parts without the service provider’s written consent. 

All the changes made with the service provider’s written consent and the potentially included intellectual property rights, which the customer or a third party implements as agreed in the service on behalf of the customer, for example, through further development work, belong to the service provider in the scope determined in this section. Such a change is, however, included in the customer’s usage right according to section 2. The customer is responsible for ensuring that such a change and its use by the service provider does not infringe on a third party’s intellectual property rights. 

All rights in the information and material concerning the service or created in connection with the use of the service belong exclusively to the service provider or its partner. 
 

9. Infringements of intellectual property rights 

The service provider is responsible for ensuring that the service does not infringe on a third party’s intellectual property rights in Finland. 

The service provider is obligated to defend the customer at their cost, if a claim is presented against the customer that the service infringes a third party’s intellectual property rights in Finland, provided that the customer without delay announces the presented claim to the service provider in writing, and lets the service provider use the respondent’s right of action and provides the service provider at their request all the available necessary information and assistance and the necessary authorisations. 

If the service provider considers it justifiable, or it has been considered in legal proceedings that the service infringes a third party’s intellectual property rights in Finland, the service provider has the right at their own cost and according to their choice to either (i) obtain for the customer the right to continue to use the service or (ii) change the service so that the infringement ends. If neither of the above described alternatives is possible at reasonable terms for the service provider, the customer shall stop the use of the service at the request of the service provider.  

However, the service provider is not responsible for a claim that (i) is made by a party that has control over the customer or over whom the customer has control, as control is defined in the Accounting Act, (ii) is due to a change made by the customer in the service without the service provider’s permission, (iii) is due to the use of service in connection with other than the service provider’s delivered or approved product or service or (iv) could have been avoided by using a published product or service, which the service provider offered for the customer’s use without separate payment. 

The service provider’s responsibility for the infringements of the intellectual property rights of the service is restricted to what is agreed on in this section 9. 
 

10. Information security and privacy protection 

Each contracting party is responsible for their own information system and privacy protection in the network. Neither contracting party is responsible for the information security of the general Internet network or the potentially appearing disturbances or other information security factors outside their own control that may harm the use of the service or cause damage.  

The contracting party is obligated to announce to the other contracting party without undue delay of significant information security risks, infringements, or suspicions of these endangering its use.  

The contracting party shall, for their part, immediately take action to remove the impact of an information security infringement or to mitigate it. 

The contracting parties commit to assisting in resolving security breaches when so requested by the other party. 

The contracting parties are responsible for ensuring that any processing of personal data in the service is carried out in accordance with the personal data legislation in force at any time. The service provider acts as a processor on behalf of and for the account of the customer. If the contracting party complies with the instructions and regulations issued by the other contracting party when processing personal data, the person providing the instructions and regulations is responsible for their legality. Contracting party shall be liable for any costs, damages and losses that may be incurred by the other contracting party as a result of a breach of its obligations under this paragraph. 

The service provider does not save the customer’s information and materials in the service outside the EU/EEA area.  
 

11. Confidentiality 

The contracting parties undertake to keep confidential and confidential business secrets declared confidential by the other contracting party. The contracting party has no right to disclose the other contracting party's trade secrets to a third party without the prior written permission from contracting party. 

The confidentiality obligation does not, however, concern materials and information: 

1. which is generally available or otherwise public 

2. which the contracting party has received from a third party without the confidentiality obligation 

3. which is in the possession of the receiving contracting party without a related confidentiality obligation before receiving them from the other contracting party 

4. which the contracting party has independently developed without utilizing the confidential material or information received from the other contracting party 

5. the assignment of the information or publication is due to an authority’s decision or an obligation based on the law. 

However, the customer has the right to assign confidential information or materials according to the law or an authority’s order. The customer is responsible for ensuring that the customer’s subcontractor or other third party processing the information in question or material complies with the corresponding confidentiality or other obligations as the customer themselves. 

The confidentiality obligation determined in this section 11 is valid during the validity of the agreement and for five (5) years after the termination of the agreement. 

 

12. The contracting party´s liability and obligation to pay damages 

The service provider’s responsibility concerning the service requires that the customer meets the obligations according to the terms of use and service description and uses the service according to the agreement.  

The service is offered for the customer’s use according to the “as is” and “as available” principles, i.e., it is available only as such as it is at any givendevelopmental stage. The service provider does not give any guarantees or take responsibilty for the suitability of the service for a certain purpose or its commercial utilizability or that the service is available and operates without interruptions or faults. 

For the sake of clarity, it is stated that the service provider does not take any responsibilty for the damage that the service or its use potentially may cause to the customer or a third party, except for what has been specifically stated in this section 12. 

The service provider’s responsibility to the customer is in all cases restricted to the amount of compensation that the customer has paid to the service provider for the use of the service during the twelve (12) months previous to the occurrence of the damage, excluding the service provider's liability for infringing intellectual property rights as defined in section 9. The compensation claim must be made at the latest within a year from the day when the customer became aware, or the customer should have become aware, of a condition on which the compensation claim is based. 

The contracting party has not in any situation the right to compensation for indirect damage, such as, profit not received, operating income not received, damage to the reputation or the information that the customer has lost in the service.  

The contracting party has no right to receive compensation from the other contracting party other than what has been specifically stated in these terms. 
 

13. Force majeure 

The contracting party does not correspond to the damage caused by force majeure or similar causes the other contracting party's activity unreasonable difficulties. War, threat of war, requisitioning or confiscation of public need, an import or export prohibition, a labour conflict, a natural phenomenon, fire, cable or similar damage caused by a third party, flood, water damage, excess voltage from the electrical network, interruption in the supply of energy or another essential raw material, defects in telecommunication connections, defects in telecommunication connections acquired from or (e.g., product information and other material)in the possession of a third party or a delay in delivery, a circumstance due to a third party which is not dependent on the contracting party, or another reason that the contracting party could reasonably not have taken into account or prevented or overcome its impact is considered a force majeure. 

If he fulfilment of a contractual obligation is delayed for some reason referred to in the previous paragraph, the period for fulfilling the contractual obligation shall be extended for as long as must be considered reasonable, considering all the relevant circumstances. The customer shall be informed of any force majeureand its termination without delay on the service website. 
 

14. Validity and termination  

The agreement enters into force by signature of the parties. The agreement is open-ended and will continue for one calendar year at a time if it is not terminated before the end of the previous calendar year. The denunciation must be made in writing laskutus@gs1.fi. If the customer terminates the contract after payment of the annual fee already made, the annual fee for the year in question will not be refunded. 

Without restricting the other means that the service provider has available according to the agreement or the law, the service provider additionally has the right to give notice to terminate the agreement imediately, if: 

1. the customer no longer meets the conditions set for the customer in the service description according to section 2, at which time the service provider has the right to charge the customer the payment according to the valid price list at any given time, until the end of the invoicing period. 

2. the service provider has prevented the customer’s access to the service according to a delay in payment according to section 8, and the customer has not paid the appropriate payment within fourteen (14) days from the day when access was prevented. 

3. the customer breaches section 2 of the terms of use. 

 

Both parties have the right to cancel the agreement immediately, if: 

1. the other party has breached the provisions of the agreement by a material manner and has not remedied their procedure within fourteen (14) days after the other party’s written notice. 

2. the other party seeks or is declared bankrupt or placed in reorganization or is otherwise found to be insolvent. 

3. the force majeure event according to section 13 has lasted continuously over two (2) months. 
    

15. Transfer of the agreement 

The customer has no right to transfer the agreement to a third party without the written agreement of the service provider. Regardless of what has been stated, the customer has the right to transfer the agreement to another company within a Group. As a result of the above-mentioned transfer, the service provider has the right to check and, as necessary,change the charges debited for the service according to the pricing criteria determined in the agreement.   

The service provider has the right to transfer the agreement as a whole or partly within the Group to another company and to a third party in connection with a business arrangement. The service provider will announce the transfer to the customer in advance. In addition, the service provider has the right to transfer its receivables based on the agreement to a third party. After a notification concerning the transfer of receivables, the payments can only be validly made to the transferee. 
 

16. Applicable law and resolution of disputes 

Finnish legislation is applied to the agreement, excluding the connecting factor rules. Any disputes caused by this agreement shall be finally resolved in arbitration proceedings according to the arbitration procedure rules of the Central Chamber of Commerce. The arbitration tribunal shall have one member. The seat of the arbitration proceedings shall be Helsinki and the language of the proceedings is Finnish. 
 

17. Changes and additions to the Terms of Use 

The Service service provider has the right to change these terms of use after thirty (30) days from the date when a notification was delivered to the customer about such a change and when the change was communicated on the service website. If the customer does not accept the change, the customer then has the right to give notice to terminate the agreement immediately by notifying the matter in writing to the service provider before the change enters into force.