Terms of Service

Last updated: October 2025

These terms of service ("Terms") constitute the legal agreement between you ("User", "customer") and Opally (Gustav Søgård Holding ApS) ("Opally", "we", "us", "our") regarding the use of the Opally platform. By creating an account, integrating Opally with your systems, or otherwise using the service, you accept these terms. Please read them carefully.

1. Definitions

• Opally platform: The AI-powered email assistant, including software, API, web application, and associated integrations.
• User: The legal entity (e.g., the customer) and its employees who have access to an account on the Opally platform.
• Integrations: Connections between Opally and external systems such as PMS, email clients, booking engines, etc.
• Customer Data: All data, including personal data, that the Customer provides or makes available to Opally via the platform.

2. Purpose of the Service

Opally delivers an AI-driven email assistant that helps customers respond to inquiries. The service integrates with the customer's systems to generate, customize, and present email drafts for approval and sending by the customer's staff.

3. Account Creation and Use

• The User must provide accurate and complete information when creating an account and keep this information updated.
• The User is fully responsible for protecting passwords and for all activity that occurs on the account.
• Opally reserves the right to suspend or close accounts in case of suspected abuse or violation of these terms.

4. Data Processing

• To deliver the service, Opally processes Customer Data on behalf of the Customer. In this context, the Customer is the data controller and Opally is the data processor.
• The relationship between the parties is governed by a separate Data Processing Agreement (DPA), which is accepted upon account creation.
• Our processing of personal data where we are the data controller (e.g., for your account and payment information) is described in our Privacy Policy.

5. User Obligations

• Ensure that the use of Opally is in full compliance with applicable law, including GDPR.
• Refrain from using Opally for illegal purposes, including sending spam, phishing, harassment, or infringement of third-party rights.
• Ensure having the necessary legal basis (e.g., consent or legitimate interest) to process Customer Data via the platform.

6. Intellectual Property Rights and Feedback

All rights to the Opally platform, including software, AI models, design, and logo, belong to Opally. You receive a non-exclusive, time-limited, and non-transferable right to use the service in accordance with your subscription. You may not copy, modify, or reverse-engineer the platform.

The Customer retains full ownership of Customer Data, including AI-generated email drafts. If you provide us with feedback or suggestions for improvements, you grant us a royalty-free, worldwide, and perpetual right to use and implement this feedback.

7. Subscription, Trial Period, and Payment

• Trial period: New customers are offered a free and non-binding trial period of 14 days, starting on the date of account creation. At the end of the trial period, access to the service's full functionality ceases. To continue using the service, the Customer must actively choose a paid subscription and enter payment information.
• Subscription: The service is billed in advance on a subscription basis (typically monthly or annually) when you have actively chosen a paid plan. Your subscription will automatically renew at the end of each billing period unless you cancel it.
• Payment: All payments are handled securely by our third-party payment provider. You agree to provide accurate and updated payment information and authorize us to charge the applicable subscription fees.
• Price changes: We reserve the right to change our prices with 30 days' notice. If you do not accept the new prices, you can cancel your subscription effective from the date the changes take effect.
• No Refunds: Paid subscription fees are non-refundable unless otherwise required by law.

8. Disclaimer and Limitation of Liability

• The Opally platform is provided "as is" and "as available" without any warranty, either express or implied.
• We do not guarantee that the service will be error-free or uninterrupted. You are responsible for validating AI-generated content before use.
• Opally cannot under any circumstances be held liable for indirect losses, loss of business, data loss, revenue loss, or goodwill.
• Notwithstanding any conflicting provisions in these terms, Opally's total liability to the customer, regardless of cause, shall be limited to the total amount the customer has paid for the service in the 12 months preceding the event giving rise to the claim.

9. Force Majeure

Neither party is liable for failure to fulfill obligations if this is due to circumstances beyond the party's reasonable control (force majeure), including but not limited to natural disasters, war, pandemic, government intervention, outages at critical third-party providers, or extensive cyberattacks.

10. Termination and Cessation

• Termination by Customer: You can cancel your paid subscription at any time via your account page on the Opally platform. The cancellation takes effect at the end of the current paid billing period. You will have access to the service until that date.
• Termination by Opally: We may terminate or suspend your access to the service with immediate effect if you materially breach these terms, including non-payment.
• Data export upon cessation: Upon termination of the agreement, you are entitled to have your Customer Data exported in a structured format (e.g., CSV or JSON). Opally is obligated to assist with this transition for up to 30 days after the agreement ends. Assistance beyond standard export may incur a fee, unless the termination is due to Opally's breach.
• Data deletion: After cessation, your data will be deleted in accordance with our Data Processing Agreement, typically no later than 30 days after assistance ends.

11. Assignment

You may not assign your rights or obligations under this agreement to a third party without our prior written consent.

12. Changes to Terms

We reserve the right to change these terms from time to time. Material changes will be notified with at least 30 days' notice via email or on the platform. Continued use of Opally after the changes take effect is considered your acceptance.

13. Entire Agreement (Interpretation)

These terms, together with our Privacy Policy and Data Processing Agreement, constitute the complete agreement between you and Opally. They replace all previous oral or written agreements, correspondence, or offers.

14. Governing Law and Disputes

These terms are governed by Danish law. In the event of a dispute, the parties shall first attempt to resolve the disagreement through negotiation. If a solution cannot be reached, the dispute shall be finally resolved by arbitration in Denmark.

15. Contact

Questions about these terms can be directed to info@opally.com.