SKUBI GENERAL TERMS AND CONDITIONS

1. INTRODUCTORY PROVISIONS

These General Terms and Conditions (hereinafter: "GTC") contain the conditions for the use of the product research software service (hereinafter: "Service") operated by Skubi Research Kft. (hereinafter: "Service Provider"), as well as the rights and obligations of the user using the Service (hereinafter: "User").

The current version of the GTC is always available on the Service Provider's website (https://skubi.io, hereinafter: "Website").

Details regarding the processing of Users' personal data are contained in the Data Protection Notice, which is available at the following link: https://skubi.io/en/privacy-policy

The language of the contract is Hungarian. The contract does not qualify as a written contract, it is not filed by the Service Provider, therefore it is not accessible or viewable afterwards.

Technical information necessary for using the Service, which is not contained in these GTC, is provided by additional information available on the Website.

2. SERVICE PROVIDER DATA

Name: Skubi Research Kft. Headquarters: 1054 Budapest, Honvéd utca 8. 1st floor, door 2 Tax number: 32524783-2-41 Company registration number: 01 09 428731 E-mail: info@skubi.io

3. CONDITIONS FOR USING THE SERVICE AND SUBJECT OF THE CONTRACT

3.1. CONDITIONS FOR USING THE SERVICE

Any natural person, legal entity, or economic organization without legal personality who is legally capable under Hungarian law and who declares that they have appropriate authorization to enter into contracts on behalf of the organization they represent is entitled to use the Service.

3.2. SUBJECT OF THE CONTRACT

The subject of the contract is a product research software platform that provides the User with access to a database of the most popular e-commerce products. The Service Provider provides this data for inspirational purposes and assumes no responsibility for consequences arising from their use in business decisions. The exact content, technical requirements, and available functions of the Service are published by the Service Provider on the Website, and reserves the right to modify them as necessary.

SUBSCRIPTION CONTRACT

4.1. ESTABLISHMENT OF THE SUBSCRIPTION CONTRACT

4.1.1. REGISTRATION, ORDER

The User indicates their intention to subscribe by placing an order through the Service Provider's Website, during which they simultaneously accept the provisions of these GTC and the Data Protection Notice. Along with the order, the User performs registration, during which they are obliged to provide their name, e-mail address, password, and billing data, the provided e-mail address (hereinafter: "Contact e-mail address") will then serve for communication. The submitted order constitutes a binding offer on the part of the User, which remains valid until acceptance by the Service Provider, but for a maximum of 48 hours from the order for using the Service according to the conditions set forth in the GTC and published on the Website.

4.1.2. CONFIRMATION

The Service Provider confirms the order electronically to the Contact e-mail address provided by the User immediately after its submission, but at the latest within 48 hours. The subscription contract is established between the Service Provider and the User with the confirmation. The subscription contract forms an inseparable part of these GTC, the Data Protection Notice, and other documents necessary for using the Service.

4.1.3. CORRECTION, MODIFICATION

If the User notices any error in the data in the confirmation e-mail after sending the order, they are obliged to report it to the Service Provider within 1 day, thereby avoiding the fulfillment of unwanted orders. If the User does not receive confirmation within 48 hours, they are released from the binding nature of the offer.

4.1.4. FORM OF SUBSCRIPTION CONTRACT

The confirmed order qualifies as an electronically concluded contract, to which the provisions of Act V of 2013 on the Civil Code and Act CVIII of 2001 on electronic commerce services and information society services apply.

4.1.5. RIGHT TO VERIFICATION

The Service Provider is entitled to verify the data provided by the User, and if falsity, inaccuracy, or incompleteness emerges during this verification, the Service Provider is entitled to reject the order or terminate the subscription contract with immediate effect and the right to contract using publicly available databases (e.g., company register, individual entrepreneurs' register), and is entitled to request additional documents from the User.

4.2. VALIDITY AND DURATION OF THE CONTRACT

4.2.1. VALIDITY OF THE CONTRACT

The contract is concluded for an indefinite period. The start date of the subscription is the date of order confirmation, provided that the first payment has been credited to the Service Provider's account and the Service Provider has issued an invoice for it.

4.2.2. TURNOVER DAY

The turnover day of the Service is the last day of the relevant month. During the subscription period, there is no possibility to suspend or interrupt the Service and continue it at a later time.

4.3. FREE DEMO ACCESS

The Service Provider provides free demo access through which the User can gain limited insight into the product database. The purpose of free access is exclusively to demonstrate the Service, therefore the Service Provider reserves the right to limit or terminate access to the demo at any time. Free access does not impose any payment obligation on the User.

SERVICE FEE, BILLING

5.1. SERVICE FEE

The Service Provider provides the Service in the form of predetermined, selectable packages, the pricing of which is always available on the Website. The fees may appear on the Website in forints (HUF) as well, however, the service fee is charged in euros (EUR), so the fee determined in euros is always authoritative. The User has the option to modify the selected package. When switching to a higher-priced package, the User is obliged to immediately settle the fee for the new package, and the services of the new package become immediately available. When switching to a lower-priced package, the existing package remains active until the end of the current month, and the new package takes effect on the next turnover day.

The Service Provider reserves the right to unilaterally modify the pricing once a year, as well as when the composition of services or the content of packages changes. The Service Provider notifies the User of the price change at least 7 calendar days before the modification takes effect through the Contact e-mail address. If the User does not agree with the price change, they are entitled to terminate the subscription contract according to the conditions set forth in these GTC.

The Service Provider reserves the right to leave the fees of contracts concluded before the price modification unchanged. Offers for "Promotional" or other discounted periods are valid only for the period specified in the offer, after which the Service Provider's general pricing applies. The Service Provider decides at its own discretion about the conditions, duration, and possible termination of discounts.

The Service Provider reserves the right to apply different pricing for individual countries.

The Service Provider may charge a separate fee for functions or individual developments outside the general framework of the Service. The Service Provider communicates the fee for such individual services to the User in the form of an individual quote, which quote is valid for 30 days from issuance. The User may order individual services or developments in writing, which the Service Provider fulfills according to the quote. The Service Provider issues an invoice or payment request related to fulfillment, with a settlement deadline of 14 days.

5.2. BILLING

The Service fee can be settled by bank card payment, transfer, and recurring bank card charge. If the User uses a different payment method, the Service Provider is entitled to charge the related costs to the User. The User accepts that the Service Provider issues electronic invoices.

For new subscriptions, with bank card payment, the Service Provider issues the electronic invoice within 5 working days. For transfers, the Service Provider sends a payment request with a 14-day payment deadline.

For bank card and transfer payments, the Service Provider sends a payment request 7 days before the turnover day, also with a 14-day payment deadline. When choosing recurring bank card charge, for successful transactions the Service Provider sends an electronic invoice within 5 working days, for unsuccessful transactions it issues a payment request with a 7-day payment deadline.

The Service Provider forwards all payment requests and invoices electronically to the Contact e-mail address provided by the User. After settlement of the payment request, the Service Provider issues the electronic invoice within 5 working days.

6. LIABILITY, RIGHTS AND OBLIGATIONS

6.1. LIABILITY

The User acknowledges and accepts that all business, financial, or strategic decisions resulting from the use of the Service are solely their responsibility, the Service Provider assumes no responsibility for any direct or indirect damage, loss, or consequence arising in connection with the use of the Service. The Service Provider's liability is expressly excluded for the effectiveness of the User's business decisions or potential damages arising from decisions, particularly but not exclusively including lost profits, revenue loss, business interruption, data loss, or decrease in business reputation.

The Service Provider does not provide financial or business advice, and the data it provides serves exclusively for informational and inspirational purposes. The User is solely responsible for decisions made based on these and their consequences.

The Service Provider is under no circumstances liable for the behavior, activities, or consequences of third parties, even if they became known through the Service.

The Service Provider excludes all liability for the content of websites, platforms, or other services operated by third parties, or for consequences arising from their use.

The Service's website may contain links to third-party websites. The Service Provider assumes no responsibility for their use or for the content or data processing practices found on them.

6.2. SERVICE PROVIDER'S RIGHTS AND OBLIGATIONS

The Service Provider reserves the right to charge a separate fee or limit or suspend the Service if the User uses the Service's resources to a significantly above-average extent. In this case, the Service Provider notifies the User with a 7 calendar day deadline and provides an opportunity to resolve the different usage.

The Service Provider regularly makes security backups of data processed during the Service, but does not guarantee complete data recoverability, especially in cases where data loss occurs due to the User's own fault. In this case, the Service Provider may charge a separate fee for data restoration.

The Service Provider reserves the right to modify the Service's functions, appearance, or availability without prior notice. The Service Provider provides information about such changes on the Website.

The Service Provider is entitled to enter the User's administrative interface for maintenance, optimization, and customer service purposes, make modifications there, or perform checks.

The Service Provider processes data provided or stored by the User as a data processor during the provision of the Service, exclusively for the purpose of Service fulfillment.

6.3. USER'S RIGHTS AND OBLIGATIONS

The User is obliged to comply with all applicable laws when using the Service and may use it exclusively for their own business or personal purposes.

The User is responsible for the legality and accuracy of all data, content, and information they record in the Service.

The User is obliged to immediately report to the Service Provider any error or problem related to the Service's operation.

The User is obliged to immediately report changes in their data, particularly changes in the contact e-mail address, to the Service Provider.

The User is obliged to ensure the security and confidentiality of login data belonging to the Service, and to notify the Service Provider in case of possible unauthorized access.

The User acknowledges that changes or data transfers performed by the Service are irreversible.

7. TECHNICAL CONDITIONS AND AVAILABILITY

7.1. TECHNICAL BACKGROUND PROVIDED BY THE SERVICE PROVIDER

The Service Provider provides the Service on its own technical infrastructure. The Service is exclusively accessible on servers operated by the Service Provider. The Service Provider does everything to ensure continuous and uninterrupted availability of the Service, however, it assumes no responsibility for outages or information loss occurring in Service access due to reasons beyond its control (e.g., internet network failures, overload, disruptions caused by third parties, or problems arising from improper handling).

The Service Provider reserves the right to modify the parameters, capacity, or bandwidth of the technical infrastructure without prior notice. These changes may affect the Service's availability. The Service Provider furthermore assumes no responsibility for the operability, compatibility of external applications developed by third parties that are integrated or integrable with the Service, as well as their future integrability.

7.2. TECHNICAL CONDITIONS TO BE PROVIDED BY THE USER

To use the Service, the User must provide the following technical conditions: A. Broadband internet connection. B. Computer capable of running a browser. C. Latest or preceding, maximum 2-year-old version of internet browser (Google Chrome, Mozilla Firefox, Safari, Microsoft Edge). The Service Provider does not guarantee that the Service works properly with different browser versions. The Service Provider assumes no responsibility for errors related to such browsers, browser update is recommended.

8. DATA PROCESSING ACTIVITY

8.1. General provisions

Skubi Research Kft. (as "Service Provider") qualifies as a data processor under Article 28 of Regulation (EU) 2016/679 of the European Parliament and of the Council, i.e., the General Data Protection Regulation ("GDPR"), while the Client, as the service user, acts as a data controller when providing its services.

The Service Provider is only entitled to process personal data based on the Client's instructions and for the purpose specified in the GTC and the Data Protection Notice. The Service Provider processes personal data transmitted by the Client during service use exclusively for ensuring service operation and for technical cooperation on behalf of the Client.

The Service Provider undertakes to comply with all applicable laws during data processing and to process personal data exclusively by applying technical and organizational measures in accordance with the GDPR.

The Service Provider is entitled to appoint a data protection officer, whose data is contained in the current Data Protection Notice. The Service Provider bears full responsibility for its own data processing activities and for the activities of subcontractors and sub-data processors it engages.

8.2. Scope, purpose, and duration of processed data

The Service Provider may have access to user data stored in the Client's system (e.g., access log, username, e-mail address) during market research activities performed by the Client. The exact scope of data and the purpose of data processing are determined according to settings defined by the Client and the Client's own Data Protection Notice.

The Service Provider performs data processing during the existence of the Subscription contract and until the end of the subscription period. Upon completion of data processing, the Service Provider permanently deletes the data, except if law provides otherwise.

8.3. Cooperation in exercising data subject rights

The Service Provider is obliged to cooperate with the Client in all matters for exercising data subjects' rights, particularly regarding the exercise of rights to access, rectification, erasure, restriction, and data portability. Based on the Client's written instruction, the Service Provider is obliged to take necessary measures without undue delay.

The Service Provider provides this cooperation without charging a separate fee, except if the Client requests special or disproportionate assistance that exceeds the usual extent.

8.4. Right to instruction, limitations of data processing

The Service Provider is only entitled to perform any operation related to data it processes based on the Client's instructions. The Service Provider is not entitled to independently analyze, store, transfer, or use data for any other purpose. The Service Provider may only perform technical operations essential for service operation.

The Service Provider does not create its own database from personal data provided by the Client and does not combine them with data from other sources. Such data processing is considered unlawful and may result in immediate contract termination.

The Service Provider is entitled to archive or delete data if permitted under section 12 of these GTC or other law. Any other operation requires the Client's prior approval.

8.5. Service Provider's rights and obligations

The Service Provider is obliged to support the Client - as data controller - in all matters in case of a data protection incident, for fulfilling data controller obligations. Upon becoming aware of a data protection incident, the Service Provider is obliged to inform the Client immediately, but at the latest within 48 hours through the designated contact email address.

The notification must include the nature of the data protection incident, categories and estimated number of affected persons, types and quantities of data affected by the incident, potential consequences resulting from the case, and measures taken or planned by the Service Provider to remedy the incident and mitigate potential harmful effects.

The Service Provider is obliged to cooperate with the Client in conducting any necessary data protection impact assessment and in possible consultation with the data protection supervisory authority, and is obliged to make all relevant information related to the service available to the Client.

Upon termination of this contract or completion of data processing service, the Service Provider is obliged to immediately and permanently delete processed personal data. This obligation does not apply to data that law mandatorily classifies as to be preserved. Archiving based on the Client's legitimate interest may only occur in accordance with section 12.4 of the GTC, no further data processing may take place.

The Service Provider undertakes to maintain up-to-date records of data processing activities within its responsibility in accordance with Article 30 of the GDPR. This record must always comply with content elements specified in the regulation (such as types of processed data, legal basis, data transfer circumstances, etc.). Consequences arising from violation of record-keeping obligations solely burden the Service Provider.

The Client provides general authorization to the Service Provider for involving sub-data processors. The list of sub-data processors is always contained in the Service Provider's current Data Protection Notice. The Client may not object to sub-data processors, provided they comply with these GTC and GDPR provisions for data processors. The Service Provider is obliged to conclude written contracts with all such sub-data processors, recording data protection and data security obligations in accordance with GDPR expectations. The Service Provider is responsible for sub-data processors' activities as if it performed them itself.

8.6. Confidentiality obligation

The Service Provider is obliged to ensure that all its employees, agents, executive officers, subcontractors, and performance assistants who have access to personal data are subject to confidentiality obligations. Confidentiality extends to all personal data learned during any data processing activity, without time limitation, and remains in effect after contract termination.

8.7. Ensuring data security

The Service Provider is obliged to apply technical and organizational measures in accordance with Article 32 of the GDPR, based on industry best practices, when performing its data processing activities. These measures take into account current scientific and technical levels, implementation costs, circumstances and purposes of data processing, and the severity and probability of risks threatening data subjects.

The Service Provider is obliged to ensure protection of personal data particularly against unauthorized access, modification, transfer, disclosure, deletion, destruction, as well as accidental destruction, alteration, damage, or becoming inaccessible.

The Service Provider is obliged to process data according to applicable Hungarian and European data protection laws and principles recorded in the GTC and contract concluded with the Client. In case of data loss, the Service Provider is obliged to restore data free of charge, except if data loss is solely attributable to the Client's omission or fault - in this case restoration may occur for a separate fee.

9. Intellectual property rights

Graphical and content elements belonging to administrative, promotional, and public interfaces that are part of the service operated by the Service Provider, as well as their source codes, constitute the exclusive property of the Service Provider. Any copying, adaptation, or further use of these in part or in whole is permitted only with the Service Provider's prior written consent.

All other intellectual creations transferred or made available within the Service - including particularly know-how, software solutions, patented technology, or content under copyright protection - constitute the property of the Service Provider or its partners. The Client acquires only non-exclusive, non-transferable, and non-sublicensable usage rights to these for the duration of the service contract and in exchange for payment of the service consideration, exclusively to the extent necessary for proper use of the Service.

The Client accepts that the Service Provider is entitled to present its name and logo in its own marketing materials, as a reference, and as an example for other clients or interested parties, regarding implementations made on the service's public interfaces. The Client is entitled to request prohibition of this activity from the Service Provider in writing. The Service Provider reserves all other rights not expressly provided in these GTC.

10. Force majeure

Force majeure means any unforeseeable event outside the parties' sphere of interest that makes contract performance impossible and which the parties could not have prevented with due care. Such events may include particularly, but not exclusively: acts of war, political unrest, strikes, terrorism, fire, flood, earthquake, epidemic or pandemic, governmental or official restrictions, energy supply interruption, or any extraordinary event affecting IT infrastructure.

In case of force majeure, both parties are released from obligations arising from contract performance for the duration of the event. The duration of such events does not count toward availability time undertaken by the Service Provider.

11. Customer service

The primary method of communication between the Service Provider and the Client is e-mail communication through the customer service email address indicated on the Service Provider's website, sent to the contact email address provided by the Client.

For security and identification reasons, the Service Provider reserves the right not to be obliged to handle inquiries received through different communication channels. In case of error reports, the Client must describe in detail the circumstances of error detection, timing, and possible reproduction steps. If the error cannot be identified or reproduced, the Service Provider reserves the right not to consider the report a valid error report.

The Service Provider files reports on the working day following receipt. After filing the error report, if the report is indeed attributable to a Service error, the Service Provider responds within 1 working day for critical errors, and within a maximum of 3 working days for other cases, and begins error containment and - if it falls within the Service Provider's responsibility - its elimination. The Service Provider provides information about the status and results of error elimination upon the Client's request through customer service.

The Service Provider is entitled to suspend customer service support if the Client has outstanding debt. If the Client reports an error arising from their own fault - particularly from non-intended use of the service - or if the reported error cannot be verified, the Service Provider is entitled to invoice investigation and error elimination costs as a separate fee.

12. Contract termination, service limitation

12.1. Termination by the Client

The Client is entitled to terminate the service contract without justification, with effect at the end of the payment period, for the turnover day. Termination may occur in an electronic letter sent to the customer service email address or through the administrative interface provided by the Service Provider for this purpose.

The Client is entitled to terminate the contract with immediate effect without special justification, however in such cases the time-proportional part of already paid fees is not refunded, they have no right to their return. The same applies to periods provided free of charge.

The Client is entitled to extraordinary termination if the Service Provider arbitrarily increases fees beyond those specified in the contract, or if it unlawfully limits or deletes services, or modifies service functionality disadvantageously for the Client. In such cases, the Client may recover time-proportional, already paid fees for the period from the termination date.

12.2. Termination and limitation by the Service Provider

12.2.1. Service limitation

The Service Provider is entitled to limit services provided based on the contract with the Client if the Client commits a breach of contract. The Service Provider is obliged to notify the Client in advance of the limitation, indicating the reason for breach of contract and the grace period provided to the Client for remedying the situation.

The Service Provider may decide at its own discretion to first apply limitation instead of immediate termination. If the grace period passes unsuccessfully, the Service Provider is entitled to terminate the contract with immediate effect.

12.2.2. Immediate termination

The Service Provider is entitled to terminate the service contract with immediate effect, without prior notice, particularly - but not exclusively - in the following cases:

In case of such termination, the Client is not entitled to either fee refund or compensation, and the Service Provider is not obliged to issue, restore, or preserve data created or stored during the service.

12.2.3. Ordinary termination

The Service Provider is entitled to terminate the contract for the turnover day if:

In such cases, the Service Provider is also obliged to inform the Client in advance and provide adequate termination time for service termination when possible.

12.4. Consequences of contract termination

With contract termination or service limitation, services provided to the Client become immediately inaccessible. The Service Provider is entitled to permanently delete data, settings, files, and content uploaded, processed, or generated by the Client after contract termination.

The Client is obliged to save all data they consider important at their own responsibility before contract termination. The Service Provider assumes no responsibility for any data loss resulting from failure to save.

The Service Provider is entitled but not obliged to archive content related to deleted services. The Client may request withdrawal of deletion or data issuance, however the Service Provider provides no guarantee for the feasibility of this. The Service Provider is entitled to charge a fee for restoration or issuance of archived data. The Client may not make compensation claims for damages resulting from failure to archive or unsuccessful restoration.

12.5. Contract modification

The Service Provider reserves the right to unilaterally modify these General Terms and Conditions with non-retroactive effect. The Service Provider is obliged to notify the Client in writing of modifications at the contact email address at least 30 days before the modification takes effect.

The Service Provider furthermore reserves the right to unilaterally modify contractual conditions if this is justified in connection with changes in service fees or functionality. If the modification affects a contractual condition that was previously the subject of individual agreement between the parties, the Client is entitled to terminate the contract on the day the modification takes effect.

If the Client exercises this termination right, the Service Provider refunds subscription fees paid for the period following the modification's effective date on a time-proportional basis.

12.6. Modification of contracting Client's identity

The Client is entitled to initiate transfer of the contractual relationship through the administrative interface or through inquiry sent from the contact email address. Upon receipt of such request, the Service Provider is entitled to immediately terminate the original contract according to section 12.1 and simultaneously conclude a new contract with the new Client in the manner specified in section 4.1.

The transfer does not affect data, settings, and content recorded within the services, they remain accessible to the new Client in unchanged form.

13. Other provisions

The contracting parties are obliged to immediately inform each other of all circumstances that hinder or influence contract performance as soon as such circumstances come to their knowledge.

The parties undertake to settle their possible legal disputes primarily peacefully, through consultation. If this is unsuccessful and the Client qualifies as an enterprise under the Civil Code (Ptk.), the parties submit themselves to the exclusive jurisdiction of the court competent according to the Service Provider's headquarters.

If contradictions exist between provisions of these GTC and individually concluded service contract with the Client, the provisions of the individual contract take precedence.

Regarding questions not regulated in these GTC, the applicable Hungarian laws, particularly the provisions of the Civil Code, are authoritative.