Terms of Service
Version: 2026-06-13
Last updated: 13 June 2026
These Terms of Service ("Terms") govern access to and use of the Merkurius cloud application and related services (the "Service") provided by [LEGAL_ENTITY_NAME] ("we", "us", "our").
By creating an account or using the Service, you agree to these Terms and our Privacy Policy. If you use the Service on behalf of an organization, you represent that you are authorized to bind that organization.
1. Definitions
| Term | Meaning | |------|---------| | Customer | The organization or individual that registers for or uses the Service. | | Customer Data | Data, files, and content you or your Users upload to the Service or generate through use of the Service (including master data, demand history, forecasts, and supply plans), excluding account credentials and data we generate for operation of the Service. | | Documentation | User-facing help, specifications, or other materials we make available describing the Service. | | User | An individual (employee, contractor, or other authorized person) who accesses the Service under your account. | | You | The Customer and, where applicable, its Users. |
2. The Service
Merkurius is a software-as-a-service platform for demand, inventory, and supply planning. Features may include data import, forecasting, scenario planning, plan export, and related tools. The Service is a standard product; it is not developed to your individual requirements unless separately agreed in writing.
We may modify, improve, or discontinue features. We will use reasonable efforts to avoid material reduction of core functionality during a paid subscription term, except for security updates, legal compliance, or abuse prevention.
3. Accounts and security
You must be at least 18 years old and authorized to enter these Terms. You are responsible for:
- accurate registration information;
- credentials and access granted to Users;
- all activity under your account; and
- industry-standard measures to protect passwords and authorized access.
Notify us promptly at [email protected] if you suspect unauthorized access. We may suspend access to protect the Service, other customers, or data.
4. License grant
The Service is licensed, not sold. Subject to these Terms and payment of applicable fees, we grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Service and Documentation for your internal business operations during the subscription or trial period.
You must ensure Users comply with these Terms. You are responsible for User non-compliance.
5. Restrictions
Except where mandatory law permits, you must not and must not permit others to:
- sublicense, resell, or make the Service available to third parties as a hosted or managed service;
- copy, modify, adapt, or create derivative works of the Service;
- reverse engineer, decompile, or attempt to derive source code or underlying algorithms;
- remove proprietary notices from the Service;
- publish benchmarks or performance analyses of the Service without our prior written consent;
- access another customer's tenant or circumvent security or isolation controls;
- upload malicious code or use the Service unlawfully;
- use the Service in a manner that could harm, overload, or impair the Service.
6. Customer Data and intellectual property
Your data. You retain ownership of Customer Data. You grant us a limited license to host, process, transmit, display, and back up Customer Data solely to provide, secure, and improve the Service as described in these Terms and our Privacy Policy.
Our property. We and our licensors own the Service, Documentation, software, branding, and all related intellectual property. These Terms grant no ownership rights to you.
Product improvement. We may use anonymized and aggregated information derived from Customer Data or Service usage that does not identify you or any individual to analyze reliability, develop features, and improve the Service. We will not disclose Customer Data to third parties for their marketing purposes.
Open-source components. The Service may include open-source software subject to separate license terms. Nothing in these Terms limits your rights under those open-source licenses or grants rights in open-source components beyond those licenses.
7. Personal data and the DPA
For account registration and operation of the Service, we act as a data controller for personal data described in our Privacy Policy.
Where you upload or process personal data of your employees or other individuals in Customer Data, you are typically the data controller and we act as a data processor on your instructions. In that case, our Data Processing Agreement applies in addition to these Terms.
8. Subprocessors
You authorize us to use subprocessors to operate the Service (such as hosting and database providers). Current subprocessors are listed in our Privacy Policy. We remain responsible for subprocessors processing Customer Data on our behalf as required by applicable law and our DPA.
9. Trials, subscriptions, and payment
Free trial. Where a free trial is offered, we may change or end it at any time.
Paid subscriptions. Paid plans, fees, billing intervals, and renewal terms are shown at checkout or on our pricing page. We do not invoice you directly. Payment is processed by a third-party payment processor or merchant of record (the "Payment Provider") that we appoint for subscriptions. The Payment Provider may act as seller of record for tax and compliance purposes.
Your payment obligations. By subscribing, you authorize recurring charges through the Payment Provider using your chosen payment method. You must provide accurate billing and contact information and keep payment details current. Applicable taxes and currency conversion may be calculated and collected by the Payment Provider as shown at checkout.
Payment Provider terms. Your purchase may also be subject to the Payment Provider's terms, privacy policy, and refund rules. If those conflict with these Terms regarding payment mechanics, the Payment Provider's checkout terms govern payment processing; these Terms govern use of the Service.
Renewals and cancellation. Subscriptions renew automatically for the selected billing period unless you cancel before the renewal date through the account or billing portal we provide, or through the Payment Provider where applicable. You may cancel renewal at any time; cancellation takes effect at the end of the current paid period unless stated otherwise at purchase.
Price changes. We may change subscription prices for future billing periods by giving at least thirty (30) days' notice (for example by email or in-app notice before renewal). If you do not accept a price change, cancel before the next charge.
Failed or reversed payment. If a charge fails, is reversed, or is disputed without valid reason, we may suspend or terminate access after reasonable notice until payment is resolved. We are not responsible for fees charged by your bank or payment method issuer.
Refunds. Unless required by mandatory law or explicitly stated at purchase, fees are non-refundable once a billing period has started. Refund requests, where available, are handled according to the policy shown at checkout or by the Payment Provider.
10. Confidentiality
Each party may receive confidential information from the other. You must protect our non-public Service information, security details, and pricing using reasonable care and use it only to use the Service. Confidentiality does not apply to information that is public without breach, independently developed, received from a third party without duty of confidence, or required to be disclosed by law.
11. Planning outputs and disclaimers
Forecasts, replenishment suggestions, supply plans, and other outputs are decision-support tools only. They depend on the quality and completeness of Customer Data and model assumptions. You remain solely responsible for operational, financial, inventory, and commercial decisions.
Warranty disclaimer. TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, ACCURACY, OR UNINTERRUPTED OPERATION.
12. Limitation of liability
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW:
- NEITHER PARTY IS LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR FOR LOSS OF PROFITS, REVENUE, DATA, GOODWILL, OR BUSINESS OPPORTUNITIES; AND
- OUR TOTAL LIABILITY ARISING FROM OR RELATED TO THESE TERMS OR THE SERVICE SHALL NOT EXCEED THE FEES PAID BY YOU TO US IN THE TWELVE (12) MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM, OR EUR 100 IF NO FEES WERE PAID.
These limits do not apply to liability that cannot be limited under mandatory law, or to breaches of Section 5 (Restrictions), Section 10 (Confidentiality), or wilful misconduct or gross negligence.
13. Termination
By you. You may stop using the Service at any time. Account deletion requests are handled as described in our Privacy Policy.
By us. We may suspend or terminate access if you materially breach these Terms and fail to remedy within thirty (30) days of written notice (where remedy is possible), if required for security or legal compliance, if subscription payment fails or is reversed and is not resolved after reasonable notice, or if you become insolvent or otherwise unable to meet obligations.
Effect. Upon termination, your license ends. Sections that by nature should survive (including Sections 5, 6, 10–12, 14, and 16) survive termination.
14. Data export and retention
During an active subscription, you may export Customer Data using in-product export features where available. For thirty (30) days after termination (or longer if required by law or a separate agreement), you may request reasonable assistance to export Customer Data in a commonly used format by contacting [email protected]. After that period, we may delete Customer Data unless retention is required by law or for established legal claims.
15. Force majeure
Neither party is liable for delay or failure caused by events beyond reasonable control (such as natural disasters, war, terrorism, general internet or power failures, or government actions), provided the affected party notifies the other without undue delay. If a force majeure event prevents material performance for more than sixty (60) days, either party may terminate affected Services on written notice.
16. General
Governing law. These Terms are governed by the laws of Finland, excluding conflict-of-law rules. The UN Convention on Contracts for the International Sale of Goods does not apply.
Disputes. Disputes shall be resolved in the courts of Finland, unless mandatory consumer protection rules require otherwise.
Changes. We may update these Terms. Material changes will be communicated via the Service or email before they take effect. Continued use after the effective date constitutes acceptance.
Assignment. You may not assign these Terms without our consent. We may assign to an affiliate or in connection with a merger, acquisition, or sale of assets.
Severability. If a provision is unenforceable, the remainder stays in effect.
Entire agreement. These Terms, the Privacy Policy, Cookie Policy, and (where applicable) order forms and DPA constitute the entire agreement regarding the Service.
17. Contact
[LEGAL_ENTITY_NAME]
Business ID: [BUSINESS_ID]
[REGISTERED_ADDRESS]
[COUNTRY]
Email: [email protected]