SkyPlanner – Terms of Service
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Effective as of July 16, 2025
1. Description of the Service
SkyPlanner is a cloud-based SaaS (Software as a Service) solution that offers AI-driven production planning software for business customers. The service helps customers plan and optimize their production processes more efficiently using AI-supported analyses and forecasts. SkyPlanner is accessed via an internet browser, and no separate local installations are required, aside from potential browser plugins or other components needed for normal usage.
The service is provided and owned by the Service Provider, SkyPlanner Oy (“Service Provider”). These Terms of Service (“Terms”) govern the contractual relationship between the Service Provider and the business entity (“Customer”) using the service. Use of the service requires acceptance of these Terms. By using the SkyPlanner service or registering an account, the Customer confirms they have read and understood these Terms, agrees to follow them, and guarantees they are authorized to enter into this agreement on behalf of the entity they represent.
2. User Account and Registration
Use of the service requires registration and creation of a user account. During registration, the Customer must provide up-to-date and accurate information about their business and any relevant contact persons. The Customer is responsible for the accuracy of the information provided. If the Service Provider requests additional information or confirmation (e.g., business ID or verification of a user’s identity), the Customer must promptly supply such information. The service is intended for business use only; thus, the individual completing registration must be of legal age and duly authorized to act on behalf of the Customer’s organization.
User accounts are personal or business-specific (depending on the nature of the service), and usernames and passwords must not be disclosed to third parties. The Customer is liable for all activities conducted through its user accounts. It is the Customer’s responsibility to keep usernames and passwords confidential and to ensure they do not become accessible to any unauthorized party. If a username or password is, or is suspected to have been, compromised, the Customer must immediately change the password and notify the Service Provider. The Service Provider has the right to limit or block the Customer’s access to the service if there is reason to suspect misuse, security breaches, or violations of these Terms.
The Customer may create multiple sub-user accounts for its staff within its organization, subject to the functionality provided by the service (for example, multiple user profiles under the same company account). The Customer is responsible for ensuring that all of its users comply with these Terms. A designated primary user or system administrator of the Customer’s organization may manage the access rights of the organization’s user accounts according to the instructions provided by the Service Provider. The Service Provider may impose limits on the number of user accounts registered under one Customer or other registration conditions, for instance to prevent competing entities from registering.
3. Conditions and Restrictions of Use
SkyPlanner is made available to the Customer under these Terms, under applicable law, and according to instructions given by the Service Provider. The Service Provider grants the Customer a limited, non-exclusive, non-transferable right to use the SkyPlanner service solely for the Customer’s internal business purposes. The Customer does not have the right to transfer, resell, rent, sub-license, or otherwise assign the usage rights to a third party without the Service Provider’s prior written consent. The service may be used only for its intended purpose; the Customer must follow the usage instructions and any usage restrictions (such as limits on number of users, computing resources, or storage capacity) as defined in the order confirmation or on the Service Provider’s website.
As intended by the service, the Customer may upload its own data (e.g., production schedules, resource data) into the service and utilize the analytics and planning information generated by the service for its own business needs. The Customer agrees not to use the service in any manner contrary to law or that could compromise the rights of the Service Provider or any third party. Prohibited actions include but are not limited to: (a) using the service to store, process, or transmit illegal, defamatory, threatening, offensive, or otherwise inappropriate material; (b) infringing copyrights, trade secrets, or other intellectual property rights via the service; (c) overloading the service with malware, viruses, spam, or similar actions; (d) attempting to disrupt the security of the service or circumvent its protections, such as trying to hack the systems, probe vulnerabilities, or bypass user access restrictions; and (e) reverse engineering, decompiling, or copying the software or parts thereof without the Service Provider’s explicit permission, unless otherwise mandated by applicable law.
The Service Provider has the right to monitor usage of the service to ensure compliance with these Terms. If the Service Provider detects or suspects that the Customer is in breach of the above usage restrictions or is using the service in any inappropriate or unauthorized way, the Service Provider may, without prior notice, temporarily or permanently block the Customer’s access. In such cases, the Service Provider may also terminate the agreement in accordance with Section 9. The Customer is liable for any damages caused to the Service Provider or third parties resulting from use of the service that is in breach of these Terms.
4. Payment Terms and Pricing
SkyPlanner is a paid service unless otherwise stated (e.g., a limited trial period or demo usage under separate terms). The fees and pricing details for the service are communicated to the Customer in the offer, order confirmation, or on the Service Provider’s website. Unless otherwise agreed in writing, the service is billed monthly or annually in advance. The Service Provider also has the right to charge the Customer for any other agreed costs incurred from using the service, such as additional user license fees, extra storage costs, or other add-ons requested by the Customer.
Invoices are sent electronically to the billing address provided by the Customer or in another separately agreed way. The payment term is 14 days net from the invoice date, unless otherwise agreed. In case of late payment, the Service Provider has the right to charge interest on overdue amounts in accordance with applicable interest laws, as well as reasonable debt collection costs. Any invoice disputes must be raised before the due date. The undisputed portion of an invoice must be paid by the due date. If payment is more than 30 days overdue, and the Customer has first been sent a reminder and given a reasonable additional period to pay, the Service Provider is entitled to suspend delivery of the service or temporarily disable the Customer’s access to it. Restoration of access may be subject to full settlement of all overdue fees.
All prices are quoted excluding VAT (value-added tax) and other potential taxes or public fees unless explicitly stated otherwise. The Customer is responsible for all taxes and fees related to use of the service, including VAT where applicable, according to each relevant law. The Service Provider reserves the right to update its prices and payment terms during the contract term. Any price changes will be communicated to the Customer in writing (e.g., via email or through the service) at least 30 days before the effective date. If the Customer does not accept the updated prices, the Customer may terminate the agreement prior to the effective date of the changes, with termination taking effect on the date of the price change (as specified under Section 9). Should the Customer continue to use the service after the new prices come into effect, the Customer is deemed to have accepted the updated prices.
All payments made are final and non-refundable. No refunds will be issued for any used or partially used subscription period, including any remaining time on an ongoing billing cycle.
5. Service Availability and Maintenance (SLA)
The Service Provider strives to ensure a high level of availability and uninterrupted functionality for the SkyPlanner service. The aim is to keep the service available 24 hours a day, every day of the year. The Service Provider’s target is that the average monthly uptime is at least 99%, unless otherwise specified in an agreement. However, this target excludes scheduled maintenance, as well as disruptions caused by the Customer or third parties, or issues with the Customer’s internet connection.
The Service Provider reserves the right to schedule temporary maintenance breaks for service updates and modifications. Efforts are made to schedule regular, planned maintenance during off-peak usage times (e.g., overnight or on weekends). The Service Provider will provide advance notice to the Customer of any significant maintenance breaks, if reasonably possible (for example, via email to the Customer’s designated contact person or an announcement within the service interface). Short, urgent maintenance actions (e.g., security patches for critical vulnerabilities) may be carried out without prior notice if any delay would pose an unreasonable risk to the security or stability of the service. However, the Service Provider will endeavor to inform the Customer afterward as soon as possible regarding the reason and duration of the emergency maintenance.
The Service Provider maintains the service diligently and professionally. In case of any malfunction or disruption, the Service Provider will initiate repair actions promptly, aiming to restore the service as soon as possible. The Customer must report any detected faults or downtime to the Service Provider without delay, following the instructions for support requests. The Service Provider will respond to the Customer’s support or service requests within a reasonable time, taking into account any service levels (SLA) defined in the service description or in the agreement. If a separate and more detailed SLA has been agreed, its provisions will prevail over this section where they differ.
The Service Provider regularly backs up data stored by the Customer in the service and uses appropriate technical measures to maintain the integrity and security of the data. Nevertheless, no data system or internet service is fully immune to disruptions or security breaches; hence, the Service Provider cannot guarantee uninterrupted or error-free operation at all times. Despite the backup and retention procedures, the Customer is also responsible for maintaining appropriate backups of its own critical data outside of the service. The Service Provider is not liable for data loss or corruption, unless otherwise explicitly agreed, and liability limitations are specified in Section 8.
6. Data Protection and Information Security
Use of the SkyPlanner service and the processing of the Customer’s data adhere to current data protection legislation. The Service Provider complies with the EU General Data Protection Regulation (GDPR), as well as any applicable national data protection laws, when processing personal data on behalf of the Customer. The Service Provider has a dedicated Privacy Policy outlining what personal data is collected, the purpose of its use, and how it is protected. The Customer confirms that they have reviewed the Privacy Policy and consents to the practices described. The Privacy Policy is available on the Service Provider’s website or as a separate document upon request.
The Service Provider processes any personal data that may be included in the information the Customer uploads (e.g., employee schedules or other personal data related to production planning) confidentially and with due care. For such data, the Service Provider generally acts as a data processor on behalf of the Customer, while the Customer acts as the data controller and ensures that it has the right to process and disclose personal data to the Service Provider in the context of using the service. It is the Customer’s responsibility to ensure that it has obtained any necessary consents from data subjects or that another valid lawful basis exists for the personal data processing, and that the data is relevant and accurate for its intended purpose.
If necessary, the Service Provider and the Customer may enter into a separate Data Processing Agreement (DPA) to supplement and further detail this section, especially in cases of broad service usage or processing of sensitive personal data. In the absence of a separate agreement, the Service Provider commits to implementing appropriate technical and organizational measures to protect personal data, including but not limited to access management, encryption, and other security practices designed to prevent unauthorized access, modification, or loss of personal data. The Service Provider’s personnel are trained to handle personal data confidentially, and only those employees who need the data to perform their duties are granted access rights.
Information security is an essential part of service maintenance. The Service Provider continuously monitors the service’s security and updates its systems regularly to protect against the latest security threats. If a security breach or personal data breach is detected, the Service Provider agrees to inform the Customer without undue delay, as well as notifying any relevant data protection authorities as required under the GDPR. The notification will include the nature of the breach, relevant details, the measures taken to address it, and recommended actions for the Customer to minimize any damages.
The Customer acknowledges that no internet-based system can be guaranteed fully secure. The Service Provider is not liable for potential hacking or unauthorized actions by third parties that occur outside of the Service Provider’s systems in the public internet. The Customer is also responsible for maintaining the information security of its own environment and devices (e.g., updated antivirus and firewall software, secure connections to the service). Further information about personal data processing and security measures is provided in the Service Provider’s Privacy Policy and any additional security documentation.
7. Intellectual Property Rights
All intellectual property rights related to the SkyPlanner service—including, but not limited to, the software’s source code, binary code, structure and implementation, interface, design, service name, trademark, and related documentation and materials—belong to the Service Provider or its licensors. Under this agreement, no ownership rights to any part of the service or its components are transferred to the Customer, but rather the Customer only receives a limited right to use the service in accordance with these Terms for the duration of the agreement. The Customer must not remove, hide, or modify any copyright notices, trademarks, or other proprietary notices in the service or in any reports or outputs generated by it.
The Customer retains ownership of the data and materials (e.g., production data, parameters, reports) it uploads to the service. The Service Provider may not use the Customer’s confidential information for any external commercial purposes without the Customer’s consent. However, the Service Provider has the right to process any data the Customer uploads as necessary for providing and maintaining the service, improving the service, and fulfilling the Customer’s requests (e.g., to generate analyses or reports). If the service includes AI features, the Customer grants the Service Provider the right to use anonymized and aggregated data to improve AI models and service performance, provided that no individual or Customer can be identified and that no confidential business information is disclosed. The Customer is responsible for ensuring that it has the right to use and upload the data it provides to the service and that no third-party rights are violated.
Any materials provided to the Customer in connection with the service—such as documentation, user guides, sample use cases, training materials, or other content—remain the intellectual property of the Service Provider (or its partners), unless otherwise stated. The Customer may only use these materials internally to support its own use of the service and must not copy, distribute, modify, or publicly display them without the Service Provider’s written consent.
The Customer grants the Service Provider the right to use and incorporate any feedback, development suggestions, or bug reports the Customer provides for improving the service, without any separate compensation. Providing such feedback is voluntary, and it does not obligate the Service Provider to implement any specific feature. The Service Provider will ensure that using such feedback does not disclose the Customer’s confidential information to unauthorized parties.
8. Limitation of Liability
To the fullest extent permitted by applicable law, the Service Provider’s liability under this Agreement is limited as follows:
Service Provided “As Is”: The Service is provided by SkyPlanner (the “Service Provider”) on an “as is” and “as available” basis, without any warranties or guarantees of any kind. All express or implied warranties or representations are disclaimed to the fullest extent allowed by law (including, without limitation, any implied warranties of merchantability, fitness for a particular purpose, and non-infringement). The Service Provider does not warrant that the Service will be uninterrupted, error-free, or meet the Customer’s specific requirements.
AI-Based Forecasts (Advisory Only): The Service may include forecasts, predictions, or recommendations generated by artificial intelligence or machine-learning algorithms. The Customer acknowledges that such AI-based outputs are provided for informational and advisory purposes only. The Service Provider makes no guarantee as to the accuracy, completeness, or suitability of any AI-generated forecasts or suggestions, and the Customer should not rely solely on these outputs for making decisions without independent judgment or professional advice.
Use at Customer’s Own Risk: The Customer uses the Service at its own risk. The Customer remains solely responsible for any decisions, actions, or business outcomes resulting from use of the Service or reliance on any data, analysis, or output (including AI-generated forecasts) provided by the Service. The Customer agrees that it will exercise its own skill, discretion, and judgment in using the Service’s outputs and in making business or operational decisions, and that the Customer is solely accountable for those decisions.
Third-Party Infrastructure and Networks: The Service Provider will not be liable for any delay, failure, error, or outage in the Service that is caused by factors outside the Service Provider’s reasonable control, including any unavailability or performance issues arising from third-party infrastructure, software, or services. This includes, for example, interruptions or failures attributable to cloud service providers, data center or hosting facilities, telecommunications carriers, internet service providers, or other external systems or networks that are not operated by the Service Provider. The Customer acknowledges that such third-party or network issues may affect the Service, and the Service Provider disclaims any responsibility or liability for such issues.
Exclusion of Certain Damages: In no event will the Service Provider be liable for any indirect, incidental, special, or consequential damages arising out of or relating to this Agreement or the Customer’s use of the Service. This exclusion applies regardless of the form of action (whether in contract, tort, negligence, strict liability, or otherwise) and includes, without limitation, any: (i) loss of profits, sales, business, or revenue; (ii)loss of customers or business opportunities; (iii) loss or corruption of data or information; (iv) business interruption or downtime costs; or (v) loss of goodwill or damage to reputation. The foregoing types of losses are excluded whether such damage is characterized as direct or indirect, and even if the Service Provider has been advised of the possibility of such damages.
Liability Cap (Maximum Liability): For any and all claims, losses, or damages that are not excluded by the above (i.e. claims not falling under the excluded categories of damage), the total aggregate liability of the Service Provider towards the Customer under this Agreement will not exceed the amount that the Customer paid to the Service Provider for the Service in the twelve (12) months immediately preceding the event giving rise to the claim. This limitation applies regardless of the number of incidents or claims and however the claim arises (whether under breach of contract, indemnity, negligence or any other theory of liability). If the Customer has been using the Service for less than 12 months at the time of the event, the maximum liability shall be capped at an amount equal to the average monthly fees paid for the Service up to that time multiplied by 12. The Customer agrees that this liability cap is an essential part of this Agreement and reflects the allocation of risk between the parties.
Notification of Claims: The Customer must notify the Service Provider in writing of any claim, demand, or issue that the Customer intends to pursue under this Agreement within one (1) month after the Customer becomes aware (or should reasonably have become aware) of the circumstances giving rise to the claim. The notice must include reasonable details of the issue or claim. If the Customer fails to provide such written notice within this one-month period, the Customer will be deemed to have irrevocably waived and forfeited its right to make that claim, and the Service Provider shall not have any liability in connection with that claim. Any legal action by the Customer arising from such a claim must be brought without undue delay following the notice.
Force Majeure: Neither the Service Provider nor the Customer will be liable for any failure or delay in performing any obligation (other than the Customer’s obligation to pay fees) under this Agreement if such failure or delay is due to circumstances beyond that party’s reasonable control. Any such event is considered a “Force Majeure” event. Force Majeure events include, but are not limited to: natural disasters (such as earthquakes, storms, floods, or other acts of nature); fire or explosion; war, invasion, hostilities, or acts of terrorism; civil unrest, rebellion or riots; epidemics or pandemics and government-imposed quarantines or travel restrictions; acts or orders of government or regulatory authorities; national or regional strikes, labor disputes or lockouts (except involving the affected party’s own workforce); embargoes or blockades; power or utility failures; and failure of public infrastructure or public telecommunications networks. During a Force Majeure event, the obligations of the affected party are deemed suspended to the extent and for the duration that the performance is impeded by the event. The party affected by a Force Majeure event must promptly notify the other party of the occurrence of the event and make reasonable efforts to mitigate the effects of the event and resume performance of its obligations as soon as practicable. If a Force Majeure event continues for an extended period (such as more than 60 days), either party may have the right to terminate the affected Services or this Agreement upon written notice, without liability, provided that the Force Majeure event is continuing at the time of termination.
9. Term and Termination
This agreement between the Service Provider and the Customer enters into force when the Customer registers for the service or otherwise accepts these Terms and remains in effect until further notice, unless otherwise agreed in writing (e.g., a specified minimum contract period or fixed-term agreement). If no fixed term is specified, the Customer may terminate the open-ended agreement by providing written notice. Termination becomes effective at the end of the current billing period or 30 days following the notice, whichever is later, unless otherwise agreed. The Customer remains liable for any fees accrued up to the date of termination, and fees already paid are generally non-refundable (subject to potential consumer protection rules, which do not typically apply to a purely B2B relationship).
If a minimum contract period or fixed-term agreement has been defined (e.g., 12 months), it is binding for that period. Such agreements may be renewed automatically for subsequent periods of the same length unless either party terminates the agreement in writing at least one (1) month before the current term ends or as otherwise specified in the agreement. If automatic renewal has been agreed upon, the Service Provider will inform the Customer of the term’s end and its renewal within a reasonable time in advance, allowing the Customer to terminate the agreement at the end of the term if desired.
The Service Provider has the right to terminate the agreement with immediate effect (without any notice period) or to suspend the service entirely or partially if: (a) the Customer materially breaches these Terms and fails to remedy the breach within 14 days after receiving notice from the Service Provider; (b) the Customer fails to meet its payment obligations and does not rectify the overdue payment within a reasonable period after a payment reminder; (c) the Customer files for bankruptcy, is placed into liquidation or debt restructuring, or otherwise is deemed insolvent; or (d) the Service Provider has reasonable grounds to suspect that the Customer’s use of the service creates a security risk, is unlawful, or causes undue harm to the Service Provider or third parties. Notice of termination must be made in writing (email is sufficient if the sender can be authenticated) and must specify the grounds for termination.
Upon termination of this agreement (regardless of which party initiates it), the Customer’s right to use the service ceases immediately as of the termination date. The Customer is responsible for ensuring that it has saved or exported any data it needs from the service prior to termination, since the Service Provider may block access to the Customer’s data after the agreement ends. The Service Provider will retain the Customer’s data stored in the service for 90 days following termination, during which time the Customer may, upon written request, receive a copy of its data in a reasonable format. After this period, the Service Provider may delete or anonymize the Customer’s data, unless legislation requires a longer retention period.
All outstanding amounts become immediately due and payable upon termination. Termination or cancellation does not release the Customer from liability for any fees owed up to that point, nor does it affect any provisions of the Terms that are intended by nature to survive termination (e.g., liability limitations, intellectual property provisions, confidentiality as applicable, or choice of law).
10. Governing Law and Jurisdiction
These Terms and the use of the SkyPlanner service are governed by the laws of Finland, excluding its conflict-of-law rules. The United Nations Convention on Contracts for the International Sale of Goods (CISG) does not apply, as this is a service agreement, not a contract for the sale of goods.
The parties shall seek to settle any dispute relating to these Terms or the use of the service through mutual negotiations without delay once a dispute arises. If an amicable settlement cannot be reached, any disputes will be submitted to the Finnish courts. The competent court of the Service Provider’s domicile will have jurisdiction unless mandatory law provides otherwise. However, the Service Provider may bring actions to recover overdue payments or other clear monetary claims in the lower court of the Customer’s domicile.
SkyPlanner Oy reserves the right to update these Terms. Customers will be notified in advance of any material changes. The latest version of the Terms is always available on the Service Provider’s website. By continuing to use the service after updates to the Terms have taken effect, the Customer accepts the new Terms.