PRODUCTBOOSTER TERMS OF SERVICE

1. Who we are and what these Terms cover

ProductBooster is a software-as-a-service platform for managing e-commerce products, operated by SORVE spółka z ograniczoną odpowiedzialnością, a limited liability company with its registered office in Warsaw, Poland, at al. „Solidarności" 68/121, 00-240 Warsaw, entered in the register of entrepreneurs of the National Court Register (KRS) kept by the District Court for the Capital City of Warsaw, 12th Commercial Division, under KRS number 0001251512, tax ID (NIP) 5253096470, statistical number (REGON) 545200116, share capital PLN 5,000 ("we", "us", "ProductBooster"). You can reach us at [email protected].

These Terms of Service (the "Terms") govern your access to and use of the ProductBooster platform available at productbooster.com and app.productbooster.com. The Data Processing Agreement attached as Annex 1, together with the terms of any promotional campaigns published on our website, forms an integral part of these Terms. By creating an account or using the Platform, you accept them all.

2. Definitions

Capitalised terms used in these Terms have the meanings set out below. The singular includes the plural and vice versa.

Platform — the ProductBooster software made available as a service (SaaS), including the web application, technical infrastructure, integrations with Connected Services, analytics modules (including sales, cost, margin and profitability analysis), product scoring and segmentation, Competitor Monitoring, content and Product Feed optimisation tools, the AI Assistant, Automations, the underlying AI technology, user interface, APIs and documentation.
Customer ("you") — the business entity that has entered into the Agreement with us and uses the Platform, regardless of its legal form.
Agreement — the contract for the provision of services by electronic means concluded between you and us, of which these Terms and the documents referred to in Section 1 form an integral part.
Account — your individual account on the Platform, used to access the services, manage your Subscription and configure Integrations, Guidelines and Automations.
Subscription — paid, fixed-term access to the Platform under a selected subscription plan, in accordance with the current price list or individually agreed commercial terms.
Customer Data — any data, information, content or materials entered into the Platform by you or on your behalf, including data retrieved from Connected Services under Integrations you have authorised.
Output — the results generated by the Platform on the basis of Customer Data or other data processed on the Platform, including analyses, reports, scores, segmentations, recommendations, forecasts, price proposals, content proposals (such as product titles and descriptions), Product Feed fixes and alerts.
AI Assistant — the Platform feature that lets you issue instructions in natural language, on the basis of which the Platform analyses data, generates Output or performs actions on the products you select, subject to your Guidelines.
Guidelines — the rules, limits and preferences you define on the Platform (such as a minimum margin, limits on changes, products excluded from Automations, or content guidelines) which the Platform takes into account when generating Output and running Automations.
Automations — Platform features that carry out actions relating to your products automatically or semi-automatically — including in Connected Services (for example, updating content, attributes, prices or Product Feeds) — based on your configuration, Guidelines or instructions, including instructions given through the AI Assistant.
Connected Services — third-party services, systems, platforms or APIs with which the Platform can be integrated or whose data it may use, in particular marketplaces, e-commerce and shop platforms, advertising systems, price-comparison services, analytics tools and product-feed services (such as Google Merchant Center).
Integration — a connection between the Platform and a Connected Service established by you or on your instruction, using access credentials, API keys or an authorisation granted by you.
Product Feed — a file or data stream describing your products, delivered to Connected Services, in particular advertising systems and price-comparison services.
Competitor Monitoring — the Platform feature that collects and presents information on prices, availability or other parameters of third-party offers, sourced from publicly available sources or Connected Services.
Aggregated Data — statistical, operational or sales data created by anonymising and aggregating data processed on the Platform, in a way that does not allow you, your customers or any natural person to be identified.
Business Day — Monday to Friday, 9:00 a.m. to 5:00 p.m. local time in Poland, excluding Polish public holidays.

3. Business customers only

3.1. The Platform is intended exclusively for businesses and professionals. By accepting these Terms you confirm that you are entering into the Agreement in the course of your business or professional activity and that you are not acting as a consumer, nor as a sole trader entitled to consumer protections under applicable law.

3.2. If the person accepting these Terms or operating the Account acts on behalf of a company or another entity, that person represents that they are duly authorised to bind that entity and to perform all activities related to the use of the Platform, including configuring Integrations, Guidelines and Automations.

3.3. Upon concluding the Agreement you confirm that you have read and understood these Terms and the related documents, and that you are entitled to enter into the Agreement and use the Platform in accordance with them.

4. Your Account and acceptable use

4.1. You are responsible for how the Platform is used through your Account, including the acts and omissions of anyone you allow to access it.

4.2. You agree to:

use the Platform only in connection with your business or professional activity, including for your own business processes or when providing services to third parties, provided this complies with the Agreement and applicable law;
keep the information provided in your Account true, complete and up to date;
refrain from entering, storing or sharing on the Platform any content or data that is unlawful, infringes third-party rights, or violates good practice or these Terms;
use Integrations, Automations and Competitor Monitoring in compliance with the terms of the relevant Connected Services and with applicable law, including unfair-competition rules;
not use the Platform, its features, Output or data derived from it to compete with us — in particular not to resell access to the Platform, offer a similar service or build a competing product.

4.3. You are liable to us for any damage, claims or consequences arising from a breach of this Section, including breaches committed by persons acting on your behalf.

5. The Platform and AI-generated Output

5.1. The Platform relies in whole or in part on artificial intelligence, machine learning and statistical models, which by their nature operate in a probabilistic and non-deterministic way.

5.2. Output — including recommendations, scores, segmentations, price proposals and content proposals — depends on the quality, scope, completeness and freshness of Customer Data, the scope of the Integrations you have authorised, your Guidelines, and changing market, technological and contextual factors. The same request may produce different results at different times.

5.3. We do not promise that Output will meet your individual expectations or business goals.

5.4. The Platform is not an advisory tool within the meaning of any law, and Output does not constitute legal, financial, investment, tax or any other professional advice.

5.5. You are solely responsible for assessing whether and how to use any Output, and for the decisions you make on its basis — including pricing, listing and advertising decisions concerning your products.

5.6. Data shown on the Platform — including data sourced from Connected Services and data presented as part of Competitor Monitoring — may be incomplete, delayed or out of date, for example due to technical limits of the data sources, API rate limits or changes made by third parties. We exercise due care, but we do not guarantee that such data is complete, current or accurate.

6. Integrations and Connected Services

6.1. Some Platform features require you to set up Integrations with the Connected Services you use. The scope of data retrieved and processed on the Platform, and the range of actions the Platform can perform, depend on the scope of the authorisation you grant and on the technical capabilities of the relevant Connected Service.

6.2. By setting up an Integration you represent that you are entitled to grant us access to the relevant Connected Service and the data processed in it, and that doing so does not breach any agreement or terms binding you and the provider of that Connected Service.

6.3. Your use of Connected Services is governed by their providers' own terms, for which we are not responsible. You are required to review and comply with those terms yourself.

6.4. We are not responsible for the availability, operation, changes, limitations or errors of Connected Services — including API changes, request limits and outages — nor for decisions their providers take regarding your accounts or listings, including their suspension or blocking.

6.5. We may add, change or withdraw supported Integrations at any time; we will inform you of material changes in the manner described in these Terms.

7. AI Assistant, Guidelines and Automations

7.1. The AI Assistant and Automations act only on your instruction or in accordance with the configuration and Guidelines you have defined on the Platform. An instruction given through the AI Assistant, your approval of a recommendation, or your activation of an Automation each constitutes your instruction to carry out the relevant action.

7.2. You are solely responsible for the content and configuration of your Guidelines and for the consequences of actions carried out in accordance with them — including changes to prices, content, attributes or Product Feeds published in Connected Services.

7.3. The Platform may allow you to require manual approval of selected categories of changes before they are executed. Whether and to what extent you use this option is a matter of your configuration.

7.4. The Platform keeps a history of actions performed by Automations and makes it available to you within the Platform.

7.5. We may temporarily suspend or limit Automations where justified by security or stability considerations, restrictions imposed by Connected Services, or a suspected breach of these Terms.

7.6. Content proposals generated by the Platform (including product titles and descriptions) are proposals only. You are responsible for reviewing them before publication, including for their compliance with the law, third-party rights and the requirements of the relevant Connected Services.

8. Free trial

8.1. We may, at our discretion, offer a free trial of the Platform before a paid Subscription is activated. The length of the trial, the features available during it and its conditions are described on our website and may be changed or withdrawn at any time.

8.2. Once the trial ends, continued use of the Platform requires an active paid Subscription, unless we decide otherwise.

9. Subscriptions and billing

9.1. Access to the Platform is provided under a Subscription for a selected plan, in accordance with the current price list or commercial terms agreed individually between us.

9.2. Subscriptions run for a fixed term and renew automatically for successive billing periods unless cancelled in accordance with these Terms.

9.3. We may change our fees, the scope of subscription plans, feature limits, and our billing model or offer structure. Any such change takes effect from the next billing period, after we have notified you in the manner described in these Terms.

9.4. Changes do not affect Subscriptions already paid for and do not alter the terms applicable during the current, paid billing period.

9.5. If you do not cancel your Subscription before the next billing period begins, you are deemed to have accepted the changes.

9.6. We may temporarily restrict access to the Platform or its features in order to carry out technical or development work, to protect the security or stability of the Platform, or to prevent abuse or breaches of these Terms.

10. Customer Data

10.1. You represent that you hold all rights to the Customer Data you enter into the Platform or retrieve from Connected Services under Integrations you have authorised, and that its processing complies with applicable law.

10.2. We do not verify the lawfulness, completeness or accuracy of Customer Data and are not responsible for the consequences of your use of it. You bear full responsibility for the content of Customer Data, the way it is used, and the legal, business and operational consequences of processing it.

10.3. To the extent Customer Data includes personal data, we process it as a processor on your behalf under the Data Processing Agreement in Annex 1.

11. Analytics and Aggregated Data

11.1. We may process information about how customers use the Platform — in particular sales, operational and statistical data (such as transaction volumes, numbers of products, customers or events), excluding personal data — for analytics, statistics and product development.

11.2. Such data is used only in aggregated and anonymised form, in a way that does not allow any individual customer, its customers or any natural person to be identified.

11.3. We may share analyses, reports or summaries based on such data with third parties, including business partners, but only in aggregated form that cannot be attributed to any individual customer. These restrictions do not apply where you expressly request that data be shared, or where sharing is necessary for us to settle accounts with providers of external services, integrations or infrastructure involved in delivering the Platform.

11.4. All analyses, reports and other materials created on the basis of such data are our exclusive property.

12. Publicity

12.1. Upon concluding the Agreement or starting to use the Platform, you grant us a non-exclusive, royalty-free, perpetual right to use your name, logo and information about our cooperation for marketing, sales, informational and reference purposes — including presenting you as our customer in marketing materials, commercial offers, presentations, reports, case studies, on our websites and on social media.

12.2. This permission applies worldwide and survives termination of the Agreement. You may withdraw it at any time with effect for the future; withdrawal does not affect the lawfulness of prior use.

13. Intellectual property

13.1. All intellectual property rights in the Platform — including its code, algorithms, AI models, interfaces, documentation and Output — belong exclusively to us.

13.2. You receive a limited, non-exclusive, non-transferable right to use the Platform to the extent resulting from these Terms and your Subscription. This includes the right to use Output — including generated content and Product Feed fixes — for the purposes of your own business, in particular to publish it in Connected Services as part of your own listings.

13.3. You must not decompile, reverse engineer or copy the Platform, build competing products based on it, or use it contrary to its intended purpose.

14. Disclaimers

14.1. The Platform is provided on an "as is" and "as available" basis, with the due care expected of a professional technology provider. We do not warrant that it will operate without interruption or errors, or that it will fully match your individual expectations.

14.2. We do not guarantee any specific business, sales or operational results from using the Platform — in particular no increase in sales, margins, advertising profitability or the ranking of your listings in Connected Services — especially where Output is generated using artificial intelligence. Decisions based on Output are yours alone and are made at your own risk.

15. Limitation of liability

15.1. To the fullest extent permitted by law, we are not liable for:

loss of profits (lucrum cessans);
indirect or consequential loss;
interruptions to your business;
decisions, actions or omissions you take on the basis of Output;
the consequences of actions performed in Connected Services in accordance with your configuration, Guidelines or instructions, including those given through the AI Assistant or executed by Automations;
acts or omissions of third parties, including providers of Connected Services, integrations, IT infrastructure or payment services — in particular the suspension, blocking or restriction of your accounts or listings by providers of Connected Services;
the incompleteness, staleness or inaccuracy of data sourced from Connected Services or publicly available sources, including data presented as part of Competitor Monitoring;
data, content or information entered into the Platform by you or persons acting on your behalf.

15.2. We are not liable for any failure or improper performance of the services caused by force majeure — external events that could not have been foreseen and remain beyond the parties' control, such as natural disasters, failures of telecommunications or energy infrastructure, cyberattacks, acts of public authorities, war, riots, strikes or epidemics.

16. Complaints

16.1. You may submit complaints regarding the provision of the services or the operation of the Platform.

16.2. Complaints may be submitted only through the Client Panel or by email to the address we designate. Reports submitted in any other form will not be treated as complaints within the meaning of these Terms.

16.3. A complaint should include at least: a description of the issue and the circumstances in which it occurred; the feature or service concerned; the date the issue occurred or was identified; and details identifying you as the Customer. Incomplete complaints may be left unprocessed. We may ask you to supplement your complaint; if you fail to provide the requested information within the indicated time, we may decline to process it further.

16.4. Complaints should be submitted no later than 30 days after the event giving rise to the complaint occurred, or after you could reasonably have become aware of it.

16.5. We respond to complaints within 30 Business Days of receipt, subject to Section 16.3. You will be informed of the outcome by email.

16.6. Submitting a complaint does not suspend your payment obligations and does not affect the continuity of the services.

16.7. Complaints cannot concern: expected business results; the quality, accuracy or effectiveness of Output; decisions you have taken on the basis of Output; the consequences of actions carried out in accordance with your configuration, Guidelines or instructions; the availability, operation or decisions of Connected Services; or changes to Platform features of which you have been notified.

16.8. Once the complaint procedure has been exhausted, you may pursue any claims under generally applicable law.

17. Term and cancellation

17.1. The Agreement remains in force for as long as your Subscription is active. You may terminate it at any time by cancelling your Subscription — exclusively through the Client Panel available after logging in to your Account.

17.2. Attempting to cancel in any other way — including by email, phone, contact form or messages sent through other channels — has no legal effect and does not terminate the Agreement.

17.3. Cancelling your Subscription stops further renewals. Your access to the Platform continues until the end of the paid billing period, regardless of when you cancel; when that period ends, access is automatically terminated and active Automations and Integrations are switched off.

17.4. Subscription fees — whether monthly or annual — are non-refundable, in whole or in part, including where you cancel before the end of a paid billing period. You acknowledge that the no-refund policy is part of our billing model and is reflected in the Subscription price.

17.5. Termination of the Agreement, for whatever reason, does not affect those provisions of these Terms which by their nature should survive it — in particular those concerning liability, intellectual property, Aggregated Data and analytics, and governing law and jurisdiction.

17.6. We may terminate the Agreement with immediate effect in the event of your material breach of these Terms, in particular if you: use the Platform in breach of applicable law or these Terms; infringe our intellectual property rights; take actions that threaten the security, integrity or stability of the Platform; or take actions that damage our reputation or personal rights — including spreading false, misleading or defamatory information, making threats, exerting pressure or blackmail, engaging in unfair competition, or otherwise acting unlawfully or contrary to the principles of fair dealing with the aim of causing us material or non-material harm.

18. Changes to these Terms

18.1. These Terms bind the parties throughout your use of the Platform and, after the Agreement ends, to the extent resulting from the nature of the parties' rights and obligations — in particular until the limitation periods for any related claims have expired.

18.2. We may amend these Terms at any time, in particular in response to changes in the law, technological or organisational changes, or the development of Platform features. Amendments are published on our website or communicated to you electronically.

18.3. Amendments take effect on the date we indicate, but no earlier than 14 days after they are made available. Continuing to use the Platform after an amendment takes effect constitutes acceptance of it. If you do not accept an amendment, you must stop using the Platform and cancel your Subscription before it takes effect.

19. General

19.1. We may transfer our rights and obligations under the Agreement or these Terms to a third party without your consent, provided this does not prejudice your material rights.

19.2. If any provision of these Terms is found invalid, ineffective or unenforceable, the remaining provisions remain in force. The parties will replace such a provision with one that comes as close as possible to the original commercial and legal purpose of the invalid provision.

19.3. These Terms and the Agreement are governed by the laws of the Republic of Poland. Any disputes arising out of or in connection with these Terms, the Agreement or the use of the Platform will be resolved by the Polish common court having jurisdiction over our registered office.

19.4. You confirm that you are not a consumer, nor a sole trader entitled to consumer protections under applicable law, and that the Agreement is concluded exclusively within your business or professional activity.

Annex 1

Data Processing Agreement

This Data Processing Agreement (the "DPA") is entered into between:

the Customer — the entity using the Platform under the Terms of Service, acting as the controller of personal data within the meaning of the GDPR (the "Controller"),

and

SORVE spółka z ograniczoną odpowiedzialnością with its registered office in Warsaw, Poland, at al. „Solidarności" 68/121, 00-240 Warsaw, KRS 0001251512, NIP 5253096470, REGON 545200116, operating under the ProductBooster brand (the "Processor").

The Controller and the Processor are jointly referred to as the "Parties" and each individually as a "Party".

1. Subject matter

1.1. Under this DPA the Controller entrusts the Processor with the processing of personal data in accordance with Article 28(3) of Regulation (EU) 2016/679 of 27 April 2016 (the "GDPR").

1.2. The Processor will process personal data solely on the Controller's behalf and in accordance with its documented instructions, for the purposes, to the extent and on the conditions set out in this DPA and the Terms of Service.

2. Purpose and scope of processing

2.1. The Processor processes personal data only to the extent necessary to: (a) provide the services in the SaaS model; (b) ensure the proper operation of the Platform, including Integrations with Connected Services; (c) perform the Subscription; (d) provide technical support; and (e) develop and improve Platform features, subject to Section 4.4.

2.2. The Processor is not entitled to process personal data for any other purpose.

3. Categories of data and data subjects

3.1. The processing may cover, in particular: identification data; contact data; transactional and accounting data; order and listing data processed under Integrations with Connected Services; and technical and system data (including logs, IP addresses and metadata).

3.2. The data may concern, in particular: users of the Platform; the Controller's employees and contractors; and the Controller's customers, where their data is processed within the services, including data retrieved from Connected Services.

3.3. The Processor does not process special categories of personal data within the meaning of Article 9 GDPR, or data relating to criminal convictions, unless the Parties expressly agree otherwise in writing and ensure an appropriate legal basis.

4. Processor's obligations

4.1. The Processor undertakes, in particular, to: (a) process personal data only on the Controller's documented instructions; (b) keep personal data confidential; (c) allow only duly authorised persons, bound by confidentiality obligations, to process the data; (d) apply appropriate technical and organisational measures in accordance with Article 32 GDPR; and (e) maintain a register of authorisations and document processing activities relevant for accountability.

4.2. The Processor ensures that persons authorised to process personal data have committed themselves to confidentiality.

4.3. The Processor may not process the entrusted personal data for its own purposes — including marketing, training or analytics — except where processing is necessary to ensure the security, accountability and proper functioning of the Platform, in accordance with this DPA and the Terms of Service.

4.4. Development and improvement of Platform features may be carried out only: (a) on the basis of aggregated or irreversibly anonymised data that does not allow any natural person to be identified; or (b) on the basis of data whose use for model training or testing has been expressly agreed by the Parties in writing. Under no circumstances will the Processor use the Controller's unmodified personal data to train external AI models, or make it available to third parties, without the Controller's prior consent.

5. Security measures

5.1. The Processor applies security measures appropriate to the risk involved in the processing, in particular: encryption of data in transit (TLS) and, where appropriate, at rest; role-based access control and authorisation; backup systems and data-recovery policies; security monitoring and access and event logging; incident detection and response procedures; and policies covering passwords, multi-factor authentication for administrative access and access management, including the secure storage of access credentials and API keys for Connected Services.

5.2. The Processor regularly tests, assesses and evaluates the effectiveness of the measures applied.

6. Sub-processors

6.1. The Controller grants the Processor a general authorisation to engage third parties as further processors (sub-processors) in the categories listed in Section 6.2.

6.2. Sub-processors may be engaged, in particular, for: hosting and IT infrastructure; analytics tools and data-processing services (including AI-supporting tools); communication and mailing services; payment, billing and accounting systems; and technical support and security services.

6.3. The Processor will enter into an agreement with each sub-processor imposing data-protection obligations at least equivalent to those of the Processor under this DPA and the GDPR.

6.4. The Processor maintains an up-to-date list of sub-processors and may make it available on its website or on request. The Processor will notify the Controller of any intended engagement of a new sub-processor sufficiently in advance to allow the Controller to raise a reasoned objection on data-protection grounds. In the absence of such an objection, the Processor may engage the sub-processor.

6.5. Providers of Connected Services with which the Controller integrates the Platform are not the Processor's sub-processors — they act under separate legal relationships between them and the Controller.

7. Transfers outside the EEA

7.1. Where personal data is transferred outside the European Economic Area, the Processor applies appropriate legal safeguards, in particular the standard contractual clauses approved by the European Commission (SCCs) or other mechanisms consistent with the GDPR. Information about the safeguards applied is available to the Controller on request.

8. Personal data breaches

8.1. The Processor will notify the Controller of any personal data breach without undue delay and in any event within 72 hours of becoming aware of it, unless the circumstances justify a later notification. The notification will include, to the extent available, a description of the nature of the breach, the categories and approximate number of data subjects and records concerned, the likely consequences, and the measures taken or proposed to address it.

8.2. The Processor will cooperate with the Controller to mitigate the effects of the breach and to fulfil the Controller's obligations under the GDPR, including notifying the supervisory authority and communicating with data subjects where required.

9. Assistance to the Controller

9.1. Taking into account the nature of the processing and the technical and organisational means available, the Processor will assist the Controller in responding to data-subject requests (such as access, rectification, erasure, restriction of processing and data portability) by providing the information necessary to fulfil them.

9.2. The Processor will assist the Controller in complying with its obligations under Articles 32–36 GDPR, in particular regarding data protection impact assessments (DPIAs), consultations with the supervisory authority and the implementation of security measures under Article 32 GDPR.

10. Return and deletion of data

10.1. Upon termination of the services, or at the Controller's request, the Processor will — at the Controller's choice — either return all entrusted personal data in a format agreed by the Parties, or delete it from the systems of the Processor and its sub-processors, including existing copies, in accordance with its security procedures.

10.2. This obligation does not apply to data whose further retention is required by applicable law; in that case the Processor will indicate the categories of such data and the retention period.

11. Audits

11.1. The Controller may verify that the processing complies with this DPA and the GDPR, in a manner that does not disrupt the Processor's operations. Verification may consist of: (i) providing the results of audits carried out by an independent auditor; (ii) providing reports of external security certifications; or (iii) an on-site audit, subject to prior agreement on its scope, date and conditions.

11.2. Audits may not lead to the disclosure of the Processor's trade secrets, source code, or information relating to the Processor's other customers, and may be carried out no more than once a year — unless a material breach occurs or the supervisory authority requires otherwise, in which case the Parties will agree on a reasonable schedule and scope.

12. Liability

12.1. Responsibility for the lawfulness of the processing rests principally with the Controller. The Processor is liable for breaches resulting from its failure to comply with this DPA or with the obligations imposed on it as a processor under the GDPR, within the scope of its role.

13. Term

13.1. This DPA remains in force for the duration of the main Agreement under the Terms of Service and for as long as necessary to complete the obligations arising from it, including the return or deletion of data and any retention periods required by law.

14. Final provisions

14.1. In matters not covered by this DPA, the Terms of Service, the GDPR and other applicable laws apply. In the event of any conflict between this DPA and the Terms of Service, this DPA prevails with respect to the protection of personal data.

14.2. This DPA is governed by the laws of the Republic of Poland. The Parties will attempt to resolve any disputes amicably; failing that, the competent court will be the court having jurisdiction over the Processor's registered office, unless the Parties agree otherwise.

Indicative categories of sub-processors / data recipients

(This list is provided for information only and may change; the current list may be published on our website or provided to the Controller on request.)

Hosting and infrastructure providers (e.g. cloud providers),
Providers of analytics and telemetry tools,
Providers of communication and mailing solutions,
Payment and billing operators,
IT security and technical support providers,
Accounting firms, law firms and audit providers (where necessary for the Processor's operations),
Other sub-processors performing activities necessary to deliver the services.

Final statement

This Data Processing Agreement forms an integral part of the Terms of Service and takes effect upon the Controller's acceptance of the Terms of Service and commencement of use of the services.