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Terms of Service

 Last updated 28th May 2020

This document describes Keepit A/S's ('Keepit') Terms of Service for the Keepit Cloud Backup Service.

These terms do not apply to the Desktop Backup or PC Backup offering known as “Keepit Classic,” which may be found here. This Service is governed by its own Terms of Service.


This Terms of Service is entered into between Keepit and the Customer concerning the Customer’s right to use the Keepit Service (from here on out referenced as the “Service”) and the obligations that befall Keepit and the Customer.

The Data Processing Agreement for Keepit is an integrated part of this Agreement.


Keepit is a software company specializing in cloud to cloud back-up solutions. Keepit is incorporated in Denmark but provides its services to customers globally in English.

The Services and those comprised by this Agreement are as follows:

1. Microsoft O365 Exchange 

This is a service that provides backup of Microsoft Office 365 solution. Items that can be included are:

  • Emails, Calendars, Contacts, Tasks and Shared Mailboxes
  • In-place archives

Data Retention: Standard 12 months. Additional retention can be purchased.

2. Microsoft O365 Total 

This is a service that provides backup of Microsoft Office 365 solutions. Items that can be included are:

  • Emails, Calendars, Contacts, Tasks, Shared Mailboxes, In-place archives
  • OneDrive for Business
  • SharePoint Sites 
  • Groups and Teams 

Data retention: Standard 12 months. Additional retention can be purchased.

3. GSUITE Total 

This is a service that provides customers backup of Google Apps for Works (also known as G Suite). Items that can be included are:

  • Emails (Gmail), Calendars, Tasks
  • Google Drive (Documents)
  • Sites 

Data retention: Standard 12 months. Additional retention can be purchased.


This is a service that provides backup of Items that can be included are:

  • Contacts, Leads
  • Opportunities
  • Activities
  • Notes
  • Cases
  • Custom Fields on previously mentioned items 

Data Retention: Standard 12 months. Additional retention can be purchased.


This is a service that provides backup of Microsoft Dynamics 365. Items that can be included are:

  • Sales
  • Field Service
  • Marketing
  • Customer Service
  • Project Service Automation

Data Retention: Standard 12 months. Additional retention can be purchased.

The Services will be provided by Keepit in accordance with the service levels set out in this Terms of Service.

The Customer must use the Services in accordance with the Acceptable Use Policy as set out in the latest Terms of Service available at Keepit will provide a reasonable notice in the event of substantial changes to the Terms of Service, in no event less than one (1) month.


As part of The Agreement, Keepit offers to help setup the solution and educate the Customer’s employees in the use of the solution.

The goal is to help set up the solution and educate the Customer’s employees on how to use the solution.


Neither Customer, nor anyone who acts on instructions of Customer, may use the Service in a way that:

a) is prohibited by applicable law or other regulation

b) could harm the Service or other Customers’ use of it

In case these terms are violated, Keepit reserves the right to suspend the Service for the Customer to the extent deemed necessary. Keepit will make reasonable effort to assist the Customer with addressing the issue so that the Service can be resumed as soon as possible.

Suspension of Customer access to the Service on the grounds described here do not constitute “downtime” as defined under the Service Level Agreement and will thus not make the Customer eligible for service credits.


Access to the Keepit service relies on the Keepit web application and the API front-end servers providing data thereto, in the region where the Customer has chosen to have their Keepit service delivered. Keepit will monitor the responsiveness of the API front-end servers every 30 seconds. In the event that all front-end servers for the region chosen by the Customer are unavailable for ICMP and HTTPS services for more than one full minute, this will count as downtime. Scheduled maintenance windows are excluded from this downtime.

The service goal for Keepit is to deliver 99.9% uptime (0.1% or less downtime as defined above) over any calendar quarter.

Keepit always guarantees to start one [1] back-up per day. In the event a backup is already in progress, a new backup will not start until the already running backup is completed. Initial upload, large dataset changes, significant backup reconfigurations and other events may cause a backup to run for longer than usual.

An overview of the Service’s up-time can be found at


The availability guarantee does not apply to any performance or availability issues due to:

  • Factors outside Keepit’s reasonable control (for example outage by an infrastructure provider or a third-party service provider, e.g. Office 365, G Suite or other integrated service, or a force majeure event);
  • The Customer’s, end-user’s, or any third-party’s equipment, services, actions or lack thereof, and/or;
  • Keepit’s scheduled maintenance or version upgrades.


The parties shall be liable for damages in accordance with Danish law, subject to the limitations set out in this clause.

The aggregated liability of each party under these Terms of Service for any non-performance of its obligations under the Terms of Service shall in no event exceed the higher of (i) an amount equal to the Service Fees paid during the three (3) months preceding the claim, or a breach by a party of its obligations under clause 8 (Confidential Information) below and the Terms of Service, where it shall not exceed EUR 200,000.

Under no circumstances, including any infringement claims, shall the Parties be liable for any loss of profit or indirect or consequential losses, including but not limited to: re-procurement costs, loss of goodwill, loss of revenue or profits, or for any other special, incidental, punitive or consequential damages, even if a party has been informed of such potential loss or damage.


Under these Terms of Service, neither Keepit nor Customer shall be considered liable towards the other party where the liability arises out of circumstances beyond the control of the relevant party which could not have been taken into account at signing and could not reasonably have been avoided nor surmounted by the relevant party.

A force majeure is considered the following circumstances: war, civil war, natural disasters, or other similar extraordinary event outside of the party’s reasonable control.

The party’s obligations will be suspended until the time when the party is again able to meet its obligations. If the obstacle lasts more than 90 days, the other party will be able to terminate The Agreement with a three (3) month notice in writing if the force majeure circumstances continue to exist by the end of the notice.


The Parties shall, at all times, provide the Services in compliance with the requirements of the applicable laws governing confidential information and treat data processed through our Services as such.

Each Party undertakes to not disclose confidential information with any third party without the other Party's prior and written consent, unless disclosure is required by law.

Each Party undertakes to implement the necessary measures in order to prevent unauthorized third-party access to such information and to only use confidential information for the performance of these Terms of Service.

Each party shall ensure that access to confidential information is limited to authorized employees, agents, suppliers or other third parties and that these are subject to confidentiality to the same extent as the parties. The confidentiality obligations in this clause do not apply with respect to information that:

  • The parties have been familiar with prior to entering into this Agreement
  • Is documented to have been disclosed to the other party by a third party that has not been subject to a confidentiality clause
  • Is publicly available.

The confidentiality obligations in this clause shall survive the termination of this Agreement.


Keepit will comply with all relevant laws and regulations applicable to the Service. However, Keepit is not responsible for compliance with laws or regulations that apply to the Customer or to the Customer’s use of the Service that are not generally applicable to online services or service providers. Keepit cannot and shall not attempt to determine if Customer Data may be subject to any additional laws or regulations.

The Customer must comply with all applicable laws and regulations surrounding its use of the Service. The Customer is responsible for determining if the use of the Service is appropriate for storage and processing of Customer Data.


Customer Data is used and processed only for the purpose of providing the Service to the Customer. Keepit will not process and derive information from Customer Data for advertising or other commercial purposes.

The Customer retains all rights, title, and interest in and to Customer Data. Keepit acquires no rights in Customer Data other than the rights the Customer grants to Keepit to provide the Service to the Customer.


The Customer hereby grants to Keepit for the term of the Service, a non-exclusive, non-transferable right to use the Customer’s trademarks (name and logo) in connection with the marketing and sale of the Services in accordance with this Agreement.

Keepit may use the Customer as a reference case in various marketing material. A reference case could e.g. be in form of a video interview. The Customer will, as a consideration, be entitled to a discount which will be described in The Terms of Duration, Licenses and Payment above.


Any personal data provided to Keepit by the Customer is Customer Data. The Customer and Keepit agree that in relation to the General Data Protection Regulation (GDPR), the Customer acts as “Data Controller” and Keepit as “Data Processor” except for situations where the Customer is the “Data Processor” and Keepit the “Sub-processor”. Keepit’s main Services are automated, and the Customer’s data is stored in the location designated by the Customer.


The Customer is solely responsible for determining if the technical and organizational measures around the Service meet the requirements for the Customer and the Customer Data. This includes, but is not limited to, the GDPR (where applicable). Please see the Data Processing Agreement for more information on the implemented technical and organizational measures.

The Customer agrees and acknowledges that the security practices and policies implemented and maintained by Keepit provide a level of security that is reasonable and adequate, taking into account the nature of the Customer Data, including the categories of data subjects and personal data.

The Customer is responsible for maintaining security around credentials for accessing the Service and, when applicable, security around the Customer identity provider which may be used to authenticate against the Service.


Keepit provides 24/7 online help desk support during the term of the Service.

By submitting a Support Ticket on the online help desk, the Customer agrees to the supplier’s privacy policy, found on Supplier’s website at

Keepit can also be contacted via e-mail at for support.


The Customer is unauthorized, in whole or in part, to assign this Agreement or any of its rights or obligations under The Agreement to a third party without the prior written consent of Keepit.

Keepit is entitled, without restrictions, to transfer The Agreement to third parties.


In the event of termination and for it to be valid, the Customer must send a notice in writing to: The email must be sent at least three (3) months before The Agreement expires. The email must contain company name, registration number, contact information and a statement that the Customer wishes to terminate The Agreement.


Unless otherwise agreed and/or specifically stated in this Agreement, where a Party materially breaches its obligations under this Agreement and the breach cannot reasonably be remedied within 30 (thirty) days, the Parties shall, in good faith, discuss the possibilities and the time frame for when such remedy can be completed. However, if the Parties cannot agree, the Party not in breach shall be entitled to terminate The Agreement upon written notice, if the Party in breach has not rectified the breach within 45 (forty five) days after being notified of the breach in writing. The notice shall state the nature of the breach and any claim for compensation.

Notwithstanding, this clause and clause 17 above, Keepit is always entitled to terminate this Agreement with immediate notice (without limiting any other rights or remedies) if:

  • The Customer under this Agreement fails to make payments due in a timely and accurate manner 
  • The Customer breaches the Supplier’s Terms of Services, including Acceptable Use Policy

Clauses 17 and 18 of this Terms of Service shall not affect the right to use of other remedies applicable in case of breach.


If the Parties agree on changes to The Agreement, the amendments are only valid if in writing.


All notices, which according to The Agreement shall be notified in writing, must be sent by ordinary mail or email, unless they are changed by at least 8 days' written notice to another address.

Announcements made in accordance with The Agreement have effect from the date on which it is delivered.


Any dispute arising in connection with this Agreement shall be settled by arbitration arranged by the Danish Institute of Arbitration in accordance with the rules and procedures of arbitration exerted by the Danish Institute of Arbitration and in force at the time the dispute commenced.

The Agreement is subject to Danish law.