Terms of Service

These terms apply to your use of verzla.com and humla.is (the “Websites”) and of the Verzla and Humla products and related services (the “Services”). The Websites and Services are provided by Verzla Software ehf., a company registered in Iceland with registration number (kennitala) 630725-0890 and VAT number (VSK) 159176 (“Verzla”, “we”, “us”).

1. Accepting these terms

By using the Websites or Services you agree to these terms. If you use them on behalf of a company or other organisation, you confirm that you have authority to bind it, and “you” refers to that organisation. The Services are intended for businesses, not consumers.

2. Separate agreements

If you have signed an agreement, order or accepted offer with us (an “Agreement”), it applies together with these terms. Where the two conflict, the Agreement prevails.

3. Using the Websites

You may use the Websites to learn about us and our Services. You must not disrupt them, try to gain unauthorised access to them, or use them for anything unlawful. Content on the Websites is general information and is not a binding offer.

4. The Services

The scope of the Services you receive is set out in your Agreement. We may improve and change the Services over time, but will not materially reduce the core functionality you have paid for during a paid term.

5. Your responsibilities

When you use the Services, you are responsible for:

• keeping your account details accurate and your credentials secure;
• everything that happens under your accounts;
• complying with the laws that apply to your business and your store, including consumer protection, e-commerce and data protection law;
• having the rights to all data and content you provide to us.

You must not use the Services for anything unlawful or harmful, introduce malicious code, interfere with their operation or security, or reverse engineer them except where the law expressly allows it.

6. Fees and payment

Fees and payment terms are set out in your Agreement. Unless stated otherwise, fees exclude value added tax. Late payments bear default interest under the Icelandic Act no. 38/2001 on Interest and Price Indexation. If an amount remains overdue after written notice, we may suspend the Services until it is paid.

7. Your data

You keep all rights to the data and content you provide to us, such as product catalogues, prices and customer information. You grant us the right to host, copy and process that data as needed to provide and support the Services.

Our handling of personal data is described in our Privacy Policy. Where we process personal data on your behalf, you are the controller and we are your processor.

8. Intellectual property

We and our licensors own the Websites and Services, including the software and the Verzla and Humla names and logos. Subject to these terms and your Agreement, you receive a limited, non-exclusive and non-transferable right to use the Services for your own business during the term of your Agreement. Ownership of custom work is governed by your Agreement. If you give us feedback, we may use it without restriction or payment.

9. Confidentiality

Each party will keep the other’s non-public business and technical information confidential, use it only for the purposes of working together, and protect it with reasonable care. This does not apply to information that is or becomes public through no fault of the recipient, that the recipient already had or developed independently, or that must be disclosed by law.

10. Third-party services

The Services can connect to third-party products such as Microsoft Dynamics 365 Business Central, payment providers, shipping providers and e-commerce platforms. Your use of those products is subject to their own terms, and we are not responsible for them or for their availability.

11. Availability

We work to keep the Websites and Services available, but they may occasionally be interrupted for maintenance or by events outside our control. Service levels apply only where your Agreement states them.

12. Disclaimer

Except as expressly stated in your Agreement, and to the extent permitted by law, the Websites and Services are provided “as is” and “as available”, without warranties of any kind, including warranties of fitness for a particular purpose or uninterrupted operation.

13. Limitation of liability

To the extent permitted by law, neither party is liable for indirect or consequential loss, including loss of profit, revenue, business or goodwill, or for loss of data that could have been avoided by reasonable backups. Our total liability arising from the Services in any twelve-month period is limited to the fees you paid us for the affected Service during that period.

Nothing in these terms limits liability for intent or gross negligence, or any liability that cannot be limited under mandatory law.

14. Suspension and termination

The term of the Services and notice periods are set out in your Agreement. We may suspend access immediately where needed to address a security risk, unlawful use or a material breach of these terms. When the Services end, your right to use them ends, and on request made within a reasonable period we will make your data available for export. Sections that by their nature should continue, including sections 7 to 9, 13 and 17, survive termination.

15. Changes to these terms

We may update these terms from time to time. The latest version is always on this page, with the date of the last update at the top. If a change materially affects a paid Service, we will notify you in advance. Continuing to use the Websites or Services after a change takes effect means you accept it.

16. General

If any part of these terms is found to be invalid, the rest remains in effect. A failure to enforce a right is not a waiver of it. You may not assign your rights under these terms without our written consent. We may assign ours in connection with a reorganisation or sale of our business.

17. Governing law and disputes

These terms and any dispute arising from them are governed by the laws of Iceland, without regard to its conflict of law rules. The parties will first try to resolve any dispute by negotiation. Failing that, the dispute will be decided by the District Court of Reykjavík (Héraðsdómur Reykjavíkur), which has exclusive jurisdiction. This does not remove any mandatory protection a consumer has under the law of their home country.

18. Contact

Questions about these terms can be sent to Verzla Software ehf. at hallo@verzla.com.