Terms & Conditions – Clients

Ravineo Terms and Conditions

These Terms and Conditions (the “Terms”) govern your access to and use of the SaaS platform (the “Platform”) and related services provided by Ravineo (the Platform and related services together just “Services”) and constitute a binding agreement between Ravineo (“Service Provider,” “we,” “us,” or “our”) and the entity identified as Customer in the applicable Order (“Customer” or “you”).

These Terms are incorporated into and form an integral part of each binding purchase order for the provision of the Services (each, an “Order”). Together, these Terms, their Annexes and any applicable Orders constitute the entire agreement governing Customer’s use of the Services (the “Agreement”). Each Order specifies the applicable subscription term, scope of the Services, associated fees, payment terms, and any additional specific provisions relevant to the Services. In the event of any inconsistency between an Order and these Terms, the terms of the Order shall prevail to the extent of the conflict.

By entering into the Agreement, Customer acknowledges that this is a non-exclusive, business-to-business (B2B) contractual relationship and confirms that they have thoroughly reviewed these Terms and all associated Annexes. Customer further affirms that they clearly understand the Agreement and accept its provisions freely, unambiguously, and seriously.

By accepting these Terms on behalf of a company or other legal entity identified in the Order, the person accepting represents and warrants that they have the authority to bind Customer. If they lack such authority or if Customer does not agree to these Terms, Customer may not use the Services.

Service Provider reserves the right to terminate the Agreement if (a) Customer is not legally eligible to enter into a binding contract, (b) the signatory lacks authority to bind Customer, or (c) Customer or its users are prohibited from using the Services under applicable laws.

If Customer purchases a subscription to the Services through an authorized reseller, the terms accepted by Customer at the time of purchase from such reseller shall govern the purchase. However, these Terms shall govern the obligations of Service Provider in relation to the provision of the Services. Customer remains responsible for compliance with the reseller’s purchase terms.

1. Description of the Services

1.1 Ravineo Services. Service Provider provides access to the Platform on a subscription basis with a minimum term of three (3) months, unless otherwise specified in the Order. The Platform is a web-based tool designed to analyze data which is accessible via a compatible web browser.

1.2 Processed Data.The Platform enables Customer to process data obtained from third-party sources (the “Processed Data”). Customer is solely responsible for obtaining such data and processing it using the Platform. Service Provider does not obtain, supply, verify, or provide the Processed Data.

1.3 Data Enhancement.Processed Data is processed within the Platform using Service Provider’s proprietary artificial intelligence technology (“Ravineo Technology”). Ravineo Technology applies automated analysis and enhancement processes to structure, enrich, and extract insights from the Processed Data without manual intervention from Service Provider.

1.4 Enhanced Data and Outputs.The results of this processing (the “Enhanced Data”) are made available to Customer in the form of reports, visualizations, and analytical outputs within the Platform. Customer is provided access to and may review these outputs directly in the Platform or download them in available formats.

1.5 Data Accuracy and Verification. Service Provider does not assume responsibility for the accuracy, completeness, legality, or verification of the Processed Data or the Enhanced Data processed by the Platform. Customer acknowledges that the Platform operates on an automated basis and that Service Provider does not independently review or validate the Processed Data.

1.6 Automated Adjustments to Processed Data. As the quality of Enhanced Data relies on the quality of Processed Data, Service Provider may, but is not obligated to, automatically detect and correct recurring errors in Processed Data and adjust its form during implementation periods to enable its processing by the Services.

1.7 Disclaimer. The Platform is designed as a decision-support tool, and any insights or analyses provided therein are for informational purposes only. Customer remains solely responsible for any decisions made based on the Enhanced Data.

1.8 Modifications of Ravineo Technology and Use of Processed Data. Service Provider reserves the right to modify, update, change, discontinue, or terminate Ravineo Technology or its parts, at its sole discretion. Processed Data may be used to continuously improve Services, especially in connection with Ravineo Technology. However, such use will not allow for the identification of Customer or its end-users, except where such identification arises from publicly accessible data provided as part of the Processed Data. Processed Data may also be used for industry benchmarks or aggregated statistics, provided that such use does not allow Customer or its users to be identified and is conducted in compliance with applicable legal regulations.

2. Access to the Services

2.1 Access to the Services.During the applicable subscription term specified in the Order, Service Provider grants Customer a limited, non-exclusive, non-transferable, and revocable right to access and use the Services solely for Customer’s internal business purposes, in accordance with these Terms and the applicable Order. To access the Services, Customer or its end-users must register on the Platform using either Single Sign-On (SSO) or by creating individual accounts. As part of the registration process, Customer may be required to provide identification, contact details, and other required information to enable access and continued use of the Services.

2.2 Security of Accounts. Customer acknowledges and agrees that it is responsible for maintaining the confidentiality of passwords or other login credentials associated with any account used to access the Services and ensuring that only authorized users access the Services. Customer is solely responsible for all activities occurring under its account. In the event of unauthorized use of a password or account, Customer shall notify Service Provider immediately.

2.3 Suspension of Access.Service Provider may suspend or restrict Customer’s access to the Platform if: (a) Customer fails to make timely payments, (b) Customer’s use of the Services violates applicable laws or materially breaches these Terms, or (c) suspension is necessary to protect the security, integrity, or performance of the Services. Service Provider will make reasonable efforts to provide advance notice of any such suspension unless immediate suspension is required to prevent harm. If access to the Services is suspended due to delayed payment or a material breach and subsequently reactivated, Customer remains responsible for full payment of the subscription fees, including those covering the suspension period. Customer shall not be entitled to any compensation, refunds, or subscription extensions for any period of suspended access.

3. Provision of the Services

3.1 Availability.Service Provider will use commercially reasonable efforts to make the Platform available to Customer, subject to scheduled maintenance, upgrades, and circumstances beyond Service Provider’s reasonable control. Service levels, including uptime commitments and related remedies, are further detailed in Annex I. If the Platform is unavailable or interrupted for more than one (1) business day or for more than forty-eight (48) hours in a single calendar month, and such unavailability is not caused by a third party beyond Service Provider’s control or Customer’s failure to cooperate, Customer may request an equivalent number of additional service day based on the duration of the outage, unless otherwise specified in the Agreement.

3.2 Customer Support. Service Provider may provide support services as specified in Annex I.

3.3 Cooperation and System Access.Customer shall provide reasonable cooperation and assistance required for the provision of the Services. This includes granting Service Provider the necessary access to Customer’s accounts on social media platforms or other relevant third-party systems required for the integration and operation of the Services. If such access is not provided, revoked, or if automatic connections fail due to reasons outside Service Provider’s control, certain Services may be temporarily suspended or limited. In such cases, Service Provider shall not be liable for any defects in the Services, and Customer shall not be entitled to claim defective performance, refunds, or compensation.

3.4 Service Modifications. Service Provider reserves the right to modify, update, or discontinue any feature or functionality of the Services at its sole discretion, provided that such changes do not materially degrade the core functionality of the Services. Information about such updates, including notable changes and improvements, will be communicated through release notes made available to Customer.

3.5 Subcontractors. Service Provider may engage affiliates, subsidiaries, or subcontractors to assist in providing the Services. While such entities may serve as primary contact points or perform certain functions on behalf of Service Provider, the entity identified on the applicable Order shall remain responsible for the provision of the Services. Customer waives any claims against such affiliates, subsidiaries, or subcontractors with respect to the provision of the Services.

4. Customer Use of the Services

4.1 Permitted Use. Customer may use the Services solely for its internal business purposes and in compliance with these Terms and all applicable laws. Customer is responsible for ensuring that its end-users adhere to these Terms.

4.2 Prohibited Use. Customer shall not:

(a) use the Services in violation of any applicable laws or regulations;

(b) engage in any unlawful, fraudulent, or deceptive activity through the Services;

(c) attempt to gain unauthorized access to any part of the Services, accounts, or data not assigned to Customer;

(d) transmit or store any viruses, malware, or other harmful code within the Services;

(e) interfere with the proper operation of the Services, including overloading, flooding, or disrupting Service Provider’s infrastructure;

(f) reverse-engineer, decompile, disassemble, or attempt to derive the source code of any part of the Services;

(g) engage in industrial espionage, competitive intelligence gathering, or any other activity intended to gain unauthorized insights into Service Provider’s technology, methodologies, business operations, or proprietary data;

(h) take screenshots, screen recordings, or otherwise capture, store, or distribute images of the Platform, Services, or any outputs thereof without explicit authorization from Service Provider;

(i) use the Services in a way that violates intellectual property rights, privacy rights, or other rights of third parties;

(j) resell, sublicense, or otherwise distribute the Services to any third party without prior written consent from Service Provider.

4.3 Monitoring and Enforcement. Service Provider reserves the right to investigate and take appropriate action, including suspension or termination of access, against any Customer found to be in violation of these Terms.

4.4 License Overuse.If Customer exceeds the permitted number of authorized users, usage limits, or any other applicable restrictions specified in the Order, Service Provider reserves the right, in its discretion, to (a) charge Customer for the excess usage at the applicable rates for the next billing period, (b) issue an invoice for the excess usage, payable within thirty (30) days, or (c) limit or restrict Customer’s access to the Services until the overuse is resolved.

4.5 Geographic Restrictions. Customer shall not access or use the Services from, or allow access to the Services by any individuals or entities located in countries or territories that are subject to sanctions, embargoes, or other trade restrictions imposed by the European Union, the United States, or other applicable jurisdictions, unless explicitly authorized under applicable law or regulations. Service Provider reserves the right to block access to the Services from these locations and to suspend or terminate accounts found to be in violation of this restriction. Customer is responsible for ensuring compliance with this geographic limitation and shall not use technical measures, such as VPNs or proxy servers, to circumvent these restrictions.

4.6 Responsibility for End-Users. Customer is responsible for all actions taken by its end-users and must ensure compliance with these Terms. Any violation by an end-user shall be deemed a violation by Customer.

4.7 Marketing Agencies. If Customer is an agency providing analytics, marketing, or similar services, it may use the Services for approved clients explicitly listed in the Order or otherwise authorized by Service Provider. Use for unauthorized third parties is prohibited.

4.8 Third-Party Fees. Customer is solely responsible for any third-party fees associated with the use of the Services (e.g., internet service provider fees, social media platform fees). Such fees are payable directly to the respective third parties, and Service Provider bears no responsibility for their payment or for service unavailability due to non-payment.

4.9 Browser Compatibility. The Services are accessible via a web browser, and compatibility is guaranteed only with the then-current version and the immediately preceding version of the following browsers: based on Blink (e.g., Google Chrome, Microsoft Edge, Opera), Gecko (e.g., Mozilla Firefox), and WebKit (e.g., Apple Safari). If Customer generates reports using the Services, they may be downloaded in standard formats such as .pdf or .xlsx. Customer is responsible for ensuring they have the necessary software to open and view such files.

4.10 Demo Services.Service Provider may, at its discretion, provide Customer with access to certain non-production versions of the Services, including but not limited to demo accounts, trial versions, or proof-of-concept implementations (“Demo Services”). By accessing and using Demo Services, Customer acknowledges and agrees that: (a) Demo Services are provided solely for evaluation purposes and may not be used for production or commercial activities; (b) Service Provider may modify, suspend, or terminate access to Demo Services at any time, without prior notice or obligation; (c) Demo Services may contain limitations, errors, or performance issues, and Service Provider does not guarantee their availability, accuracy, or completeness; (d) Any data submitted to Demo Services may not be retained or secured, and Service Provider assumes no responsibility for the protection, backup, or recovery of such data; (e) Demo Services are not covered by any warranties, service level agreements, or support obligations, and Service Provider shall not be liable for any loss, damage, or liability arising from their use.

5. Customer Responsibilities

5.1 Data Responsibility. Customer is solely responsible for the accuracy, legality, and quality of Processed Data. Service Provider does not verify or validate Processed Data and assumes no liability for its content. Customer is responsible for obtaining all necessary authorizations to use any Processed Data and acknowledges that Service Provider has no obligation to monitor, edit, or oversee its use within the Services.

5.2 Compliance and Third-Party Rights. Customer shall ensure that any Processed Data does not:

(a) infringe upon any intellectual property, privacy, or other rights of third parties;

(b) violate any applicable laws, regulations, or industry standards;

(c) contain malicious code, viruses, or any other harmful content that could interfere with the Platform’s operation.

If Customer processes data that violates these terms, Service Provider reserves the right to suspend or remove such data and may restrict access to the Services if the violation is not remedied.

5.3 Review of AI-Generated Results. The Platform uses automated AI-driven processes to analyze and enrich Processed Data. Customer acknowledges that Enhanced Data are provided on an as-is basis and may not always be complete, accurate, or free from errors. Customer is responsible for reviewing AI-generated results and exercising human oversight before relying on them for business decisions.

5.4 Third-Party Data Providers. Customer is solely responsible for entering into agreements with any third-party providers of data used within the Services and for ensuring that both Customer and its employees, officers, and advisers comply with the applicable terms governing the acquisition and use of such data.

6. Proprietary rights

6.1 Ownership of the Services. Service Provider retains all rights, title, and interest in and to the Services, including the Platform, Ravineo Technology, all underlying software, algorithms, models, and any updates, enhancements, or modifications thereto. No rights or licenses are granted to Customer except as expressly set forth in these Terms.

6.2 Customer Rights. Subject to these Terms and the applicable Order, Service Provider grants Customer a limited, non-exclusive, non-transferable, and revocable right to access and use the Services solely for its internal business purposes.

6.3 Processed Data. To the extent necessary for the provision of the Services, by processing Processed Data to the Platform, Customer grants Service Provider a non-exclusive, worldwide, royalty-free license to access, use, process, modify, analyze, enrich, and store the Processed Data solely for the purpose of providing the Services. Service Provider may also share Processed Data with third-party service providers engaged in the provision of the Services, provided that such sharing is limited to what is necessary for the performance of the Services. Service Provider does not claim ownership of any Processed Data and will not use it for any other purpose beyond the scope of these Terms. Customer represents and warrants that: (a) it has all necessary rights, authorizations, and consents to grant the above license; (b) the Processed Data does not infringe any third-party rights or violate any applicable laws; and (c) it has complied with all applicable data protection and intellectual property laws in relation to the Processed Data.

6.4 Reports.The Platform generates reports, insights, and other analytical outputs (“Reports”) based on the Processed Data. Service Provider grants Customer a non-exclusive, non-transferable, worldwide, royalty-free license to use and distribute the Reports solely for its internal business purposes. Service Provider retains all intellectual property rights in the Ravineo Technology and any methodologies, algorithms, or processes used to generate Reports. Customer acknowledges that it does not acquire any rights to the underlying technology or enhancements developed by Service Provider.

6.5 No Work for Hire; Independent IP Ownership.The parties expressly acknowledge and agree that the Agreement does not create a “work for hire” arrangement, and nothing in these Terms shall be construed as transferring to Customer any ownership rights in the Services, Platform, Ravineo Technology, or any associated intellectual property. Any developments, enhancements, or modifications made by Service Provider, whether based on Customer’s feedback or otherwise, shall remain the exclusive property of Service Provider.

6.6 Feedback. If Customer provides any feedback, suggestions, or recommendations regarding the Services, Service Provider may use such feedback for any purpose without obligation or compensation to Customer.

6.7 Reservation of Rights. All rights not expressly granted to Customer under these Terms are reserved by Service Provider.

7. Fees

7.1 Fees and Payment Obligation. Customer agrees to pay all fees for the Services as specified in the applicable Order. Unless otherwise specified in the Order, fees are due and payable upfront on a monthly basis. All payments shall be made in full, without any deductions, set-offs, or counterclaims.

7.2 Billing and Invoicing. Service Provider will invoice Customer in accordance with the Order. Unless otherwise specified in the Order, invoices are due within fifteen (15) days of the invoice date. In addition to subscription fees, Service Provider may invoice Customer for any pre-agreed costs and expenses as specified in the Order.

7.3 Late Payments. If Customer fails to make timely payments: (a) Service Provider may charge interest on overdue amounts at the rate of 1.5% per month or the maximum rate permitted by law (if lower).

7.4 Taxes.Fees do not include applicable taxes, levies, or duties (such as VAT, sales tax, or withholding tax). Customer is responsible for paying all applicable taxes, except for taxes based on Service Provider’s net income. If required by law, Customer shall withhold applicable taxes and provide Service Provider with documentation supporting such withholding. Any withholding tax or similar deduction shall not reduce the total amount payable to Service Provider under the Order, and Customer shall ensure that Service Provider receives the full invoiced amount net of any such deductions.

7.5 No Refunds. Except as expressly provided in these Terms, all payments are non-refundable, and Customer is responsible for full payment for the entire subscription term, even if Customer discontinues use of the Services before the term expires.

8. Warranties

8.1 Disclaimer of Warranties.Except as expressly set forth in these Terms, the Services are provided “as is” and “as available”, without warranties of any kind, whether express, implied, statutory, or otherwise. Service Provider specifically disclaims all implied warranties of merchantability, fitness for a particular purpose, non-infringement, and any warranties arising out of course of dealing or usage of trade. Service Provider does not warrant that: (a) the Services will be uninterrupted, error-free, or secure; (b) the Services will meet Customer’s specific needs or expectations; or (c) any data or insights generated by the Services will be accurate, complete, or free from errors.

8.2 Customer Warranties.Customer represents and warrants that: (a) it has the legal authority to enter into the Agreement and comply with these Terms; (b) it has all necessary rights, licenses, and consents to obtain, process, and use any Processed Data in connection with the Services; (c) its use of the Services, including any Processed Data, will not infringe third-party rights or violate applicable laws and regulations; and (d) it will not use the Services in a manner that could harm or disrupt Service Provider’s systems or other users.

8.3 No Guarantee of Results. Service Provider does not warrant that the use of the Services will produce specific outcomes, insights, or business results. Customer acknowledges that any analyses or insights provided by the Services are for informational purposes only and do not constitute professional advice or recommendations. Service Provider assumes no liability for any decisions made by Customer or its clients based on the data provided by the Services. Customer remains solely responsible for evaluating and validating any outputs before acting on them.

8.4 Assumption of Changed Circumstances.The parties acknowledge and accept the risk of changes in circumstances under § 1765(1) of the Czech Civil Code (the “CC”). Neither party may demand renegotiation of the Agreement due to material changes in economic, legal, or other conditions, even if such changes were unforeseeable or outside the control of the affected party.

8.5 Third-Party Platforms and Social Media Networks.Certain features of the Services may rely on the availability and functionality of third-party platforms, including social media networks and other external data providers. The operation of these features depends on the continuing availability of such platforms’ APIs, data, applications, programs, and services. If any third-party platform ceases to make its APIs, data, or services available on reasonable terms, Service Provider may discontinue or modify the affected features upon prior written notice to Customer, where reasonably practicable. Service Provider does not control, verify, or assume responsibility for the accuracy, completeness, legality, or availability of any data, services, or information obtained from third-party platforms, including social media networks. Service Provider bears no liability for any interruption, inaccuracy, or unavailability of such data, nor for any downtime, service disruptions, or modifications made by the respective third-party provider. Service Provider does not create, modify, or endorse any content or data originating from third-party platforms. Customer acknowledges that all content, insights, analytics, or other outputs derived from such third-party data remain the sole responsibility of the respective data provider or Customer itself. Customer remains responsible for ensuring that its use of third-party data complies with all applicable laws and third-party terms of service.

9. Confidential Information

9.1 Definition.For the purposes of these Terms, “Confidential Information” means any non-public, proprietary, or confidential information disclosed by one party (“Disclosing Party”) to the other party (“Receiving Party”) in connection with the Agreement, whether disclosed orally, in writing, electronically, or by other means. Confidential Information includes, but is not limited to, business plans, financial information, customer data, trade secrets, technical data, software, algorithms, product roadmaps, and any non-public information related to the Services.

9.2 Obligations of Confidentiality.

(a) Use and Protection. Receiving Party shall use Confidential Information solely for the purpose of performing its obligations under the Agreement and shall protect it with at least the same degree of care it uses to protect its own confidential information, but in no event less than a reasonable standard of care.

(b) Non-Disclosure. Receiving Party shall not disclose, disseminate, or otherwise make Confidential Information available to any third party without the prior written consent of Disclosing Party, except as expressly permitted in this Section 8.

9.3 Exceptions.The confidentiality obligations under this Section 8 shall not apply to information that: (a) is or becomes publicly available through no breach of these Terms by Receiving Party; (b) is lawfully received from a third party without confidentiality restrictions; (c) is independently developed by Receiving Party without reference to or reliance on Disclosing Party’s Confidential Information; or (d) is required to be disclosed by law, court order, or regulatory authority, provided that Receiving Party gives Disclosing Party prompt notice (where legally permissible) and cooperates to seek a protective order or other limitation on disclosure.

9.4 Return or Destruction.Upon expiration or termination of the Agreement or upon Disclosing Party’s written request, Receiving Party shall promptly return or securely destroy all Confidential Information in its possession or control, except where retention is required by law or necessary for compliance purposes.

9.5 Remedies. Each party acknowledges that unauthorized use or disclosure of Confidential Information may cause irreparable harm for which monetary damages may be inadequate. Accordingly, Disclosing Party shall be entitled to seek injunctive relief or other equitable remedies in addition to any other legal remedies available.

10. Data Processing

10.1 No Personal Data in Processed Data. The parties acknowledge and agree that Processed Data shall not contain any personal data as defined by applicable data protection laws. Customer represents and warrants that it will not upload, store, or otherwise process personal data within the Processed Data. Consequently, Service Provider does not act as a data processor or data controller in relation to Processed Data.

10.2 Service Provider as a Data Controller.Notwithstanding the above, Service Provider may process certain personal data as a data controller, for example, in relation to Customer’s authorized users, account management, or the provision of the Services. Any such processing shall be governed by Service Provider’s Privacy Policy, which forms an integral part of the Agreement.

11. Limitation of Liability

11.1 Exclusion of Certain Damages. To the maximum extent permitted by law, Service Provider shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to loss of profits, revenue, business opportunities, data, or goodwill, even if Service Provider has been advised of the possibility of such damages.

11.2 Limitation of Liability. The total aggregate liability of Service Provider arising out of or related to the Agreement or the Services, whether in contract, tort (including negligence), or otherwise, shall not exceed the lower of (i) an aggregate amount of the fees paid by Customer to Service Provider under the applicable Order for the Service giving rise to the claim; or (ii) EUR 10,000.

11.3 No Liability for Third-Party Actions.Service Provider shall have no liability for (a) any third-party services, software, or content accessed through the Services, (b) any unauthorized access, alteration, deletion, corruption, or loss of Processed Data due to actions outside Service Provider’s reasonable control, or (c) any decisions or actions taken by Customer based on insights or outputs generated by the Platform.

12. Term and Termination

12.1 Term. The Agreement remain in effect for the duration of the subscription term specified in the applicable Order, unless terminated earlier in accordance with this Section 10. Any other statutory grounds for termination not expressly agreed herein are hereby excluded. Each subscription automatically renews for successive twelve (12) month periods unless either party provides written notice of non-renewal at least thirty (30) days before the end of the current subscription term, unless otherwise specified in the Order.

12.2 Termination for Cause.Either party may terminate the Agreement with immediate effect by providing written notice if the other party: (a) materially breaches the Agreement and fails to cure such breach within thirty (30) days after receiving written notice; (b) becomes insolvent, files for bankruptcy, or has a receiver appointed over its assets; or (c) violates applicable laws in connection with the use or provision of the Services. If Customer terminates the Agreement for cause due to Service Provider’s uncured material breach, Customer shall be entitled to a pro-rata refund of any prepaid fees for the unused portion of the subscription term following the effective date of termination. For the purposes of the Agreement, Customer’s failure to make timely payments under the Agreement shall be considered a material breach if any outstanding amount (fully or partially) remains unpaid for more than sixty (60) days after the payment due date.

12.3 Effect of Termination.Upon termination or expiration of the Agreement: (a) all rights granted to Customer under this Agreement immediately cease; (b) Customer must discontinue all use of the Services; (c) Customer shall pay all outstanding fees, including fees for the remaining subscription term if terminated early, unless otherwise specified in these Terms; and (d) Service Provider will delete all Processed Data within thirty (30) days following termination, unless applicable laws require a longer retention period. During this period, upon Customer’s written request, Service Provider may provide Customer with a copy of the Processed Data in a standard, commercially reasonable format.

12.4 Survival. Sections that by their nature are intended to survive termination, including but not limited to 6. Proprietary rights, 7. Fees, 9. Confidential Information, 11. Limitation of Liability, and 14. General Provisions shall survive termination of the Agreement.

13. Modifications to These Terms

13.1 Amendments of the Agreement. The Agreement may be amended only by a written agreement signed by both Customer and Service Provider, except as provided in Section 12.2, which grants Service Provider the right to unilaterally modify these Terms.

13.2 Modification to These Terms.Service Provider reserves the right to unilaterally modify these Terms, which shall constitute a modification of the Agreement. In such a case, the updated Terms will be: (a) published on Service Provider’s website, and (b) communicated to Customer via email to the address specified in the Agreement, along with a link to the updated Terms. Unless a longer notice period is specified in the updated Terms, such modifications shall become effective fifteen (15) days after notification is sent to Customer. If Customer does not agree with the modification, Customer may reject the modification by providing a clear written objection (including by replying to the notification email) before the updated Terms take effect. In such a case, the Agreement shall continue to be governed by the last version of the Terms accepted by Customer, and upon expiration of the then-current subscription term, the Agreement shall terminate without renewal, unless the parties agree otherwise.

14. General Provisions

14.1 Governing Law. These Terms and any disputes arising out of or related to them shall be governed by and construed in accordance with the laws of the Czech Republic, without regard to its conflict of law principles.

14.2 Assignment.Customer may not assign, transfer, or delegate its rights or obligations under the Agreement without prior written consent from Service Provider. Service Provider may assign or transfer its rights and obligations under this Agreement without Customer’s consent in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of its assets.

14.3 Force Majeure. Neither party shall be liable for any failure or delay in performance (except for payment obligations) due to causes beyond its reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, labor disputes, government actions, failure of utilities or telecommunications, cyberattacks, or pandemics. The affected party shall notify the other party as soon as reasonably possible and make commercially reasonable efforts to resume performance.

14.4 Entire Agreement. These Terms, together with the applicable Order, constitute the entire agreement between the parties regarding the subject matter and supersede all prior agreements, representations, and understandings, whether written or oral.

14.5 Independent Contractors. The parties are independent contractors, and nothing in this Agreement shall be construed as creating a partnership, joint venture, or agency relationship between them. Neither party has the authority to bind or obligate the other party in any manner.

14.6 No Waiver. Failure of either party to enforce any provision of this Agreement shall not be deemed a waiver of its right to do so later. A waiver is only valid if made in writing and signed by an authorized representative of the waiving party.

14.7 Severability. If any provision of this Agreement is found to be invalid, illegal, or unenforceable, the remaining provisions shall remain in full force and effect. The parties shall replace the invalid provision with a valid one that most closely reflects the original intent.

14.8 Notices.Service Provider may provide notices to Customer via email or regular mail, and technical notices may be posted on the Services website or through the Platform. All legal notices addressed to Service Provider shall be in writing and sent via certified or registered to Záhřebská 244/25, Praha 2, 120 00, Czech Republic, with an email copy to clients@ravineo.com. Notices shall be deemed received on the date of confirmed delivery.

14.9 Export Compliance.Customer acknowledges that Service Provider may be subject to laws and regulations restricting the export or diversion of certain software and technology to specific countries (“Export Laws”). Customer agrees to comply with all applicable Export Laws in connection with the use of the Services and shall not access, use, or distribute the Services in any manner that would cause Service Provider to be in violation of such laws.

14.10 B2B Provision of Digital Services. The Services are provided exclusively within a B2B relationship, and by entering into the Agreement, Customer acknowledges that it is acting in the course of its business activities. Accordingly, to the extent legally possible, no rights implied under Directive (EU) 2019/770 on the supply of digital content and digital services, nor any corresponding provisions transposed into national law, shall apply to the provision of the Services.

14.11 Exclusion of Some Provision.Both parties hereby exclude the application of the provisions of § 557, § 1798, § 1799, § 1800 of the CC.

14.11 Schedules and Annexes. Any schedules, appendices, or annexes referenced in these Terms are hereby incorporated by reference and shall form an integral part of these Terms, binding both parties.

Certain Definitions:

„Ravineo” means Ravineo s.r.o., a limited liability company with its registered office at Záhřebská 244/25, Praha 2, 120 00, Czech Republic, registered under Company Number (IČ): 21207011, Tax Registration Number (DIČ): CZ21207011.

Annex I

Customer Support and SLA

Service Provider provides support services designed to assist Customer in resolving issues related to the use of the Services. The support framework ensures that Customer receives a high level of service. As part of Customer’s purchase or subscription to the Services, Service Provider offers the following support services under the conditions set forth in this SLA. Customer can access support through multiple designated communication channels.

1. Releases (Maintenance)

As part of the support services, Service Provider will provide Customer with access to all generally available releases of the Services licensed by Customer, free of charge. Such releases may include security updates, critical patches, general maintenance improvements, and documentation updates.

2. Definitions

Availability and Uptime:The period during which the Services are operational and accessible to Customer. Uptime is measured on a calendar-month basis. Upon Customer’s request, Service Provider shall provide an Uptime Report covering the preceding twelve (12) months, measured from the end of the calendar month prior to the request date. If Customer disputes the Uptime Report, a written notice of the dispute must be submitted to Service Provider within fifteen (15) days of receipt.

Downtime: The total accumulated time during which the Services are unavailable.

3. SLA

Service Commitment

Service Provider will use commercially reasonable efforts to make Service available with an uptime percentage of at least 99.7%.

If an incident occurs and Service Provider determines that it is not caused by an error or deficiency in the Services, Service Provider shall have no obligation to provide support services regarding the incident. This includes, but is not limited to, issues caused by internet or other communication failures, network or browser-related problems, login issues, or third-party tools and integrations.

4. Customer Support

4.1 Customer may contact support via the following channels:

• Email: support@ravineo.com
• Web: www.ravineo.com

4.2 Service Scope

The following services are covered:

• Monitored email support
• Real-time system health check provided automatically by Google Cloud Platform

5. Service Management

Effective support of in-scope services is a result of maintaining consistent service levels.

6. Customer Support Availability

Email support: Available from 9:00 AM to 5:00 PM CET on business days.

7. Service Requests

Service Provider provides ongoing support to Customer through the approved service support channels and knowledge base resources.

When a request or transaction is submitted, Service Provider will authenticate Customer to verify identity in proportion to the risk of the request or transaction.

The priority of an incident will be determined by Service Provider based on available information and the nature of the issue.

7.1 Priority Definitions

In support of the Services outlined in the Agreement, Service Provider will use commercially reasonable efforts to respond to service-related incidents and/or requests submitted by Customer within the Target Initial Response Times specified below.

Following the initial response, Service Provider will acknowledge the incident and work towards a resolution. A resolution may consist of a fix, workaround, restored service availability, or any other reasonable solution, as determined by Service Provider.

The response times are calculated during local service hours. If, during the support process, the incident no longer justifies the initially assigned priority, Service Provider may adjust the priority to reflect its actual level of urgency.

If Customer does not respond within five (5) business days to Service Provider’s request for additional information necessary to resolve the incident, the incident may be considered dropped and subsequently closed.

8. Changes to the Support Services Description

During the subscription term, Service Provider will have the right to update this support services description in accordance with the Terms.

9. Customer Requirements

Customer must ensure the reasonable availability of its representatives when resolving a service-related incident or request.