🟢Terms of Service 01.05.2026
If you are a new customer, these Terms of Service are effective from 1 May 2026. If you are an existing customer and enter into a new Order Form, renew your subscription, upgrade your subscription, or otherwise agree to a new commercial arrangement on or after that date, these Terms of Service shall apply from the effective date of such arrangement.
By accepting these Terms of Service (“TOS”), whether by signing an Order Form, accessing or using the Services, registering for a Trial, or otherwise using the Services, you agree to be bound by these TOS. These TOS, together with the applicable Order Form and the documents incorporated by reference, constitute the binding agreement between Customer and Woba (the “Agreement”).
If you accept these TOS on behalf of a company, organisation, or other legal entity, you represent and warrant that you have authority to bind that entity to this Agreement.
Content
1. Definitions
“Affiliate” means any entity that directly or indirectly controls, is controlled by, or is under common control with a Party.
“Users” means users uploaded to the Woba platform and included for billing and subscription purposes, unless otherwise expressly agreed in writing.
“Confidential Information” means all non-public information disclosed by one Party to the other in connection with the Agreement, including business, commercial, technical, operational, financial, and customer-related information, Personal Data, and any information which by its nature or designation is confidential.
“Content” means data and information made available through the Services or contained within the structure of the Platform, including documents, articles, presentations, pictures, images, audiovisual works, comments, and other information material.
“Customer” means the legal entity placing an order for, registering for, accessing, or using the Services, as identified in an Order Form or online signup process.
“Customer Account” means the account assigned to the Customer on the Services, logically separated from other customers’ accounts, and managed by the Customer’s Permitted Users.
“Customer Data” means any data or information provided, uploaded, submitted, generated, or otherwise made available by the Customer or its Permitted Users in connection with the Services, including any data submitted by end users or data subjects through the Customer’s use of the Services.
“Documentation” means Woba’s then-current user guides, technical descriptions, service descriptions, and usage instructions made available by Woba for the Services.
“Fees” means all subscription fees, module fees, consultancy fees, training fees, workshop fees, and any other fees payable by the Customer under the Agreement.
“GDPR” means Regulation (EU) 2016/679.
“Intellectual Property Rights” means all intellectual property and industrial rights of any nature, whether registered or unregistered, including copyrights, trademarks, patents, designs, trade secrets, know-how, database rights, and rights of a similar nature.
“Order Form” means an ordering document, contract, online order, online registration, order confirmation, statement of work, or similar document referencing these TOS.
“Permitted Affiliate” means an Affiliate of the Customer expressly authorised in an Order Form to use the Services under the Customer’s Subscription.
“Permitted User” means an employee or independent contractor of the Customer or a Permitted Affiliate authorised by the Customer to access and use the Services.
“Platform” means Woba’s software platform made available on a software-as-a-service basis.
“Services” means the Platform, Content, Documentation, Woba Materials, consultancy services, workshops, onboarding, implementation services, advisory services, training services, websites, modules, features, functionality, and related services made available by Woba.
“Special Terms” means any additional or deviating terms expressly set out in an Order Form.
“Start Date” means the earlier of:
(a) the date on which the Customer first gains access to the Services through an online provisioning, registration, or order process; or
(b) the effective date stated in the applicable Order Form.
“Subscription” means the Customer’s purchased subscription and any optional modules, features, functionality, or additional services, as specified in the applicable Order Form.
“Subscription Term” means the initial subscription term specified in the applicable Order Form or, if not otherwise stated in the applicable Order Form, 24 months from the Start Date, and thereafter each successive renewal period of 12 months unless otherwise agreed in writing.
“Trial” means temporary access to the Services for evaluation purposes without payment of the full Fees.
“User Account” means an account associated with a Customer Account that enables a Permitted User to access the Services.
“Woba” means WOBA ApS or the Woba entity identified in the applicable Order Form.
“Woba Materials” means the Services’ visual interfaces, graphics, design, systems, methods, software, code, organization, functionality, look and feel, and all related materials and components.
2. Services – Access, Use and Restrictions
Woba shall provide the Services to the Customer during the Subscription Term in accordance with the Agreement and the applicable Order Form.
As part of the registration process, the Customer must create a Customer Account and at least one administrator User Account. The Customer is responsible for ensuring that all registration information is accurate, complete, and kept up to date.
If agreed in an Order Form or statement of work, Woba may provide consultancy services, including workshops, onboarding, implementation services, advisory services, training services, or similar professional services. Unless otherwise agreed, such services are billed at the rates set out in the Order Form or, if no rate is stated, at Woba’s standard rates in force from time to time. Reasonable travel and accommodation expenses may be charged where relevant.
If delays arise because the Customer does not provide timely information, access, approvals, or assistance reasonably required for delivery of the Services, Woba may reasonably adjust implementation timelines, delivery schedules, and, where relevant, the Start Date. No refund shall be due as a result of such delay.
The Customer may use the Services solely for its internal business purposes and in accordance with the Agreement. The Customer shall not, and shall ensure that its Permitted Users do not:
a. use the Services in violation of applicable law;
b. upload, transmit, or store unlawful, infringing, defamatory, misleading, obscene, or harmful material;
c. attempt to gain unauthorized access to the Services or related systems or networks;
d. interfere with or disrupt the integrity, security, or performance of the Services;
e. use the Services to transmit malicious code, spam, or other harmful material;
f. copy, modify, reverse engineer, decompile, disassemble, or otherwise attempt to derive source code from the Services, except as expressly permitted by mandatory law;
g. impersonate another person or falsely suggest any affiliation with or endorsement by Woba or a third party;
h. use the Services beyond the scope of the Subscription purchased; or
i. use the Services in a manner that creates a material security risk or materially exceeds normal and agreed use.
The Customer is responsible for all activity taking place under its Customer Account and User Accounts and shall use reasonable efforts to prevent unauthorized access to or use of the Services. The Customer shall notify Woba without undue delay if it becomes aware of any unauthorized access or suspected security incident relating to the Services.
Trials, beta features, campaigns, optional modules, features outside the Customer’s Subscription, and promotional access are provided at Woba’s discretion and may be modified, withdrawn, or discontinued at any time unless otherwise expressly agreed in writing.
Access to specific modules, features, functionality, or additional services, including where relevant AI-enabled functionality, is limited to those modules, features, functionality, or services expressly included in the applicable Order Form or otherwise agreed in writing between the Parties.
The Customer must ensure that it and its Permitted Users use supported and up-to-date browsers, software versions, and applications necessary to access the Services.
Woba may suspend access to all or part of the Services to the extent reasonably necessary if:
(a) the Customer materially breaches the Agreement;
(b) continued use poses a material security risk to the Services or other customers;
(c) payment remains overdue after reasonable notice; or
(d) suspension is required by law or by a competent authority.
Where reasonably possible, Woba shall notify the Customer in advance and limit the scope and duration of the suspension to what is necessary.
3. Service Levels and Support
Woba shall use commercially reasonable efforts to make the Services available 24 hours a day, 7 days a week, with a target uptime of 99.6%, excluding scheduled maintenance and events outside Woba’s reasonable control.
Uptime exclusions include:
a. planned maintenance carried out at non-peak hours;
b. force majeure events;
c. internet, telecom, or infrastructure failures outside Woba’s control;
d. Customer-side misconfiguration or Customer network issues; and
e. failures or delays caused by third-party services not controlled by Woba.
Woba shall provide support in accordance with the applicable Service Level Agreement and the support scope included in the Customer’s Subscription. Trial users may receive limited support only.
The current Service Level Agreement is available at the link provided by Woba.
4. Fees, Payment and Ordering
Unless otherwise stated in an Order Form, Fees are invoiced annually in advance.
Payment per employee/user is based on the number of users uploaded to the Woba platform, unless otherwise expressly agreed in writing.
Unless otherwise agreed in the applicable Order Form, Woba’s then-current standard prices for the Services shall apply.
Fees stated in the applicable Order Form apply for the initial Subscription Term. Unless otherwise agreed in writing, the Fees shall be adjusted annually by 4% on each anniversary of the Start Date.
Woba may verify the number of users annually in connection with renewal and, where reasonably necessary, during the Subscription Term if there are material grounds to believe that actual usage materially exceeds the licensed volume.
All Fees are exclusive of VAT and any applicable taxes, duties, levies, or governmental charges. The Customer is responsible for all such taxes except taxes imposed on Woba’s net income, property, or employees.
Invoices are due 14 days from invoice date unless otherwise agreed in the Order Form.
If payment is overdue, Woba may charge default interest at the rate of 8% per annum or the maximum rate permitted by law, whichever is lower, and may suspend access to the Services after giving reasonable notice if overdue amounts remain unpaid.
Upgrades requested by the Customer may take effect immediately and may be invoiced on a prorated basis until the next renewal date.
Downgrades or reductions in user volume take effect only from the beginning of the next billing period unless otherwise agreed in writing. Except as expressly stated in the Agreement, Fees are non-cancellable and non-refundable.
Where a Customer converts from a Trial to a paid Subscription, Fees become due from the date of activation of the paid Subscription.
5. Term and Termination
Unless otherwise stated in the applicable Order Form, the Agreement enters into force on the Start Date and remains binding for an initial Subscription Term of 24 months.
Thereafter, the Agreement shall automatically renew for successive 12-month periods unless terminated by either Party with no less than 90 days’ prior written notice before the expiry of the then-current Subscription Term.
Either Party may terminate the Agreement with immediate effect by written notice if the other Party:
a. commits a material breach of the Agreement and, if the breach is capable of remedy, fails to remedy it within 30 days after written notice;
b. ceases business without a successor;
c. becomes insolvent, enters bankruptcy, liquidation, restructuring, or similar proceedings, to the extent permitted by applicable law.
Upon termination or expiry of the Agreement:
a. the Customer’s right to access and use the Services ceases;
b. each Party shall cease use of the other Party’s Confidential Information, except as otherwise permitted under the Agreement or required by law; and
c. Customer Data shall be handled in accordance with the Data Processing Agreement, where applicable.
Termination shall not affect accrued rights, remedies, obligations, or liabilities existing at the date of termination.
6. Intellectual Property Rights
Subject to payment of the applicable Fees and compliance with the Agreement, Woba grants the Customer a non-exclusive, non-transferable, non-sublicensable, time-limited right during the Subscription Term to access and use the Services for the Customer’s internal business purposes.
All Intellectual Property Rights in and to the Services, Platform, Woba Materials, Documentation, and any related developments, modifications, enhancements, or deliverables created by Woba remain vested in Woba or its licensors.
The Customer retains ownership of Customer Data.
Nothing in the Agreement transfers ownership of any Intellectual Property Rights from one Party to the other, except as expressly stated.
7. Customer Data, Data Protection and Confidentiality
7.1 Customer Data
The Customer retains all rights, title, and interest in and to Customer Data. The Customer is responsible for the legality, reliability, integrity, accuracy, and quality of Customer Data and warrants that it has all rights and permissions necessary to provide Customer Data to Woba for processing under the Agreement.
7.2 Data Protection
As between the Parties, the Customer acts as data controller and Woba acts as data processor where applicable in relation to Customer Data. Woba’s Data Processing Agreement forms an integral part of the Agreement unless a separate data processing agreement has been entered into. In the event of conflict between these TOS and the Data Processing Agreement, the Data Processing Agreement shall prevail.
7.3 Confidentiality
Each Party shall keep the other Party’s Confidential Information confidential and shall not disclose it to any third party except to employees, contractors, Affiliates, professional advisers, and sub-processors who have a need to know it for the purposes of the Agreement and who are bound by appropriate confidentiality obligations.
The confidentiality obligation does not apply to information that the receiving Party can demonstrate:
a. was lawfully known to it before disclosure;
b. becomes publicly available without breach of the Agreement;
c. is lawfully received from a third party without breach of confidentiality; or
d. must be disclosed by law, court order, or regulatory authority, provided the disclosing Party is notified where legally permitted.
Upon expiry or termination of the Agreement, each Party shall, upon request, return or destroy the other Party’s Confidential Information, subject to legal retention obligations.
8. Warranties and Disclaimer
Except as expressly stated in the Agreement, the Services are provided “as is” and “as available”.
Woba warrants that it has the right to provide the Services and to grant the rights expressly granted under the Agreement.
Woba does not warrant that the Services will be uninterrupted or error-free, or that all integrations with third-party services will remain available.
The Customer assumes sole responsibility for results obtained from the use of the Services and for conclusions, decisions, or actions taken based on the Services.
In the event of loss or damage to Customer Data caused by Woba, the Customer’s exclusive remedy shall be for Woba to use commercially reasonable efforts to restore the affected Customer Data from the latest available backup maintained by Woba.
Except as expressly stated in the Agreement, Woba disclaims all warranties, representations, and conditions, whether express, implied, statutory, or otherwise, including any implied warranties of merchantability, fitness for a particular purpose, and non-infringement, to the extent permitted by applicable law.
9. Limitation of Liability
Neither Party shall be liable for any indirect, incidental, consequential, punitive, or special loss or damage, including loss of profit, loss of business, loss of goodwill, loss of revenue, or loss of anticipated savings, arising out of or in connection with the Agreement.
Nothing in the Agreement excludes or limits liability for:
a. death or personal injury caused by negligence;
b. fraud or fraudulent misrepresentation;
c. wilful misconduct; or
d. any liability that cannot be excluded or limited under applicable law.
10. Marketing and Announcements
Woba may use the Customer’s name and logo for general marketing and reference purposes, provided that Woba does not disclose Confidential Information or the contents of the Agreement.
11. General Provisions
11.1 Force Majeure
Neither Party shall be liable for delay or failure to perform caused by circumstances beyond its reasonable control, including war, riots, pandemic-related governmental restrictions, acts of God, major telecom outages, internet failures, labour disputes, fire, flood, or failures of subcontractors or infrastructure providers beyond reasonable control.
11.2 Severability
If any provision of the Agreement is held invalid or unenforceable, the remaining provisions shall remain in full force and effect.
11.3 Entire Agreement
The Agreement constitutes the entire agreement between the Parties regarding its subject matter and supersedes prior agreements and understandings relating to that subject matter.
11.4 Order of Precedence
In the event of conflict between the documents forming part of the Agreement, the following order of precedence applies unless otherwise expressly stated:
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Order Form
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Data Processing Agreement
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Service Level Agreement
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These Terms of Service
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Documentation
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3rd Party Services / sub-processor list
11.5 Modification of Services
Woba may modify, update, improve, or discontinue parts of the Services from time to time, provided that such changes do not materially reduce the core functionality of the purchased Services during the Subscription Term, except where required by law, security, or third-party dependency changes.
11.6 Assignment
The Customer may not assign or transfer the Agreement without Woba’s prior written consent, not to be unreasonably withheld. Woba may assign the Agreement in connection with a merger, acquisition, restructuring, or sale of all or substantially all of its assets.
11.7 Subcontractors
Woba may use subcontractors and sub-processors in connection with the Services, provided that Woba remains responsible for their compliance with the Agreement to the extent applicable.
11.8 Independent Contractors
The Parties are independent contractors. Nothing in the Agreement creates a partnership, agency, or employment relationship.
11.9 Notices
Notices under the Agreement shall be in writing and may be delivered by email or via the support/contact channels designated by Woba.
Any formal notices to Woba relating to disputes or claims shall be sent to:
WOBA ApS
Frederiksborggade 20B, 1st floor
1360 Copenhagen K
Denmark
Email: pm@woba.io
12. Governing Law and Jurisdiction
The Agreement and any dispute arising out of or in connection with it shall be governed by Danish law, excluding its conflict of laws rules.
The Parties shall seek to resolve disputes amicably. A Party raising a dispute shall notify the other Party in writing and describe the dispute in reasonable detail. If the Parties are unable to resolve the dispute within 30 days, either Party may bring the matter before the courts of Copenhagen, Denmark.