Public Offer Agreement

2. Subject of the Agreement

2.1.

The Provider undertakes to provide the Customer with access to the functionality of the Platform, including the creation, configuration, editing and integration of chatbots into the Customer's external resources.

2.2.

The Customer receives a limited, non-exclusive and revocable license to use the chatbots in accordance with the terms of this Agreement and the applicable laws of the Republic of Poland.

3. Registration and Access to the Service

3.1.

Access to the Platform is granted only after registration.

3.2.

The Customer is obliged to provide accurate, current and complete data and bears full responsibility for keeping such data up to date throughout the entire term of this Agreement.

3.3.

The Customer may not transfer their account credentials to third parties and undertakes to take all necessary measures to protect them.

4. Pricing Plans and Payment

4.1.

The services are provided on a subscription basis. The price depends on the selected pricing plan.

4.2.

Pricing plans start from 25 USD per month. Current pricing plans are published on the Provider's website.

4.3.

Payment is made through available payment systems, including but not limited to Stripe and other international payment providers.

4.4.

The services are considered provided from the moment access is activated after the funds are received by the Provider.

5. Rights and Obligations of the Parties

5.1.

The Provider undertakes to ensure stable access to the Platform, except during periods of technical maintenance or circumstances beyond the Provider's control.

5.2.

The Customer has the right to use the service only in accordance with the terms of this Agreement, the applicable laws of the Republic of Poland and international legal standards.

5.3.

The Customer is prohibited from using the Platform for any activity that is illegal, misleading, fraudulent or infringes the rights of third parties.

6. Partner / Referral Program and Freelancers

6.1.

Partners, including freelancers, after passing verification, receive unique referral links for attracting customers to the BoText Platform.

6.2. Partner Status

The Partner acts exclusively as an independent contractor. The Partner is not an employee of the Provider, has no employment rights, including vacation leave, sick leave, pension contributions or similar employment-related rights, and no employment relationship arises between the Parties.

The Provider does not exercise control over the Partner's activities. The Partner does not perform any functions for the Provider other than attracting customers through referral links.

The only obligation of the Provider towards the Partner is the payment of referral remuneration, also referred to as commission, for each referred customer who purchases and maintains a paid subscription.

Referral payments have the nature of a recurring commission and continue for as long as the referred customer continues to pay for the subscription.

No other legal obligations arise between the Parties except for the payment of the specified referral remuneration.

The Partner bears full tax responsibility for all payments received from the Provider, including payment of all taxes, VAT, social security contributions and other mandatory payments in accordance with the laws of the Partner's country of registration or residence.

The Provider does not withhold, pay or bear any responsibility for the Partner's tax obligations. The Partner is fully responsible for the proper fulfilment of their own tax obligations.

6.3. Remuneration Model - Lifetime Recurring Commission

The Partner receives a fixed monthly remuneration for each referred customer for as long as the customer has an active paid subscription.

6.4. Verification Period

The remuneration becomes available for payout only after 30 calendar days from each customer payment. This period is used to protect against refunds, chargebacks and fraudulent activity.

6.5. Payout Terms

• The minimum payout amount is 50 USD.
• Payouts are made once per month and not more frequently.
• Available payout methods may include Stripe Payouts.
• The Partner is obliged to issue an invoice according to the Provider's required template, where applicable.
• Payment system fees, for example Stripe fees, may be deducted from the Partner's remuneration. The Provider calculates the gross amount, while the Partner receives the net amount after applicable payment provider fees.

6.6. Termination of Remuneration Accrual

Payouts stop immediately in the event of subscription cancellation, deletion of the customer's account, failed payment, suspended payment, refund or chargeback.

6.7. Anti-Fraud Provisions

The Provider has the right to refuse payment, block the Partner and terminate their participation in the Partner Program without prior notice in the following cases:

• self-referrals;
• creation of fake accounts;
• any manipulation of payments;
• reasonable suspicion of fraud.

6.8. Provider's Right to Modify the Program

The Provider may at any time change the amount of remuneration, modify the terms of the program or completely terminate the program by notifying the Partner by email 30 days in advance.

6.9. Confidentiality / NDA

The Partner undertakes to keep all confidential information of the Provider confidential for 5 years after termination of their participation in the Partner Program.

6.10. Use of the Brand

The Partner is allowed to use the BoText logo and name only within the scope of referral activity and in accordance with the Provider's brand guidelines.

6.11. Limitation of Liability

The maximum liability of the Provider towards the Partner is limited to the amount of remuneration paid to the Partner during the last 12 months.

6.12. Jurisdiction

These Partner Program Terms are governed by the laws of the Republic of Poland. All disputes are subject to the exclusive jurisdiction of the courts of the Republic of Poland.

6.13. Acceptance of Terms

Use of referral links and participation in the Partner Program means full and unconditional acceptance of this Section 6.

7. Refund Policy

7.1.

Refunds are possible only in the event of significant technical failures of the service caused by the Provider, which make it impossible to use the chatbot functionality and which have not been resolved within fourteen (14) calendar days from the moment the User submits a written request through the official support channels.

7.2.

Payment for the subscription confirms the Customer's consent to the immediate provision of the digital service.

By making the payment and activating access to the service, the Customer acknowledges and agrees that the digital service begins immediately after payment.

In cases permitted by applicable law, the Customer may lose the right to withdraw from the agreement after the commencement of the digital service.

The Customer confirms this by selecting a mandatory checkbox in the payment form with the following wording:

7.3.

Funds paid for an already used or partially used subscription period are non-refundable, regardless of the frequency or scope of use of the service. This is due to the fact that access to the service functionality is continuous and the Provider incurs costs for each request processed by the system.

7.4.

If the User does not cancel the subscription before its automatic renewal, the charged funds are non-refundable. The User bears full responsibility for independently and timely managing their account and subscription.

7.5.

If the User deletes their account, all personal data is stored for forty-five (45) calendar days from the moment deletion is confirmed. This is done to comply with possible legal or tax obligations, including cases involving official requests from competent public authorities.

After the end of this period, the data is permanently deleted, unless otherwise required by applicable law.

8. Limitation of Liability

8.1.

The Provider is not responsible for:

• actions of users;
• losses related to integration on third-party websites;
• failures related to payment systems or external services.

8.2.

The maximum liability of the Provider is limited to the amount paid by the Customer for the last month of use.

8.3.

Chatbots may generate inaccurate, incomplete or harmful information. The Customer bears full responsibility for verifying and using any content created through the service.

9. Use of Automated Data Collection Tools / Web Scraping

9.1.

The service provides Users with technical tools for automated collection of publicly available information from websites. The use of such tools is permitted only within the limits of the applicable laws of the Republic of Poland and GDPR / RODO, as well as in accordance with the terms of use of third-party online resources.

9.2.

The User bears sole responsibility for the legality of using automated data collection tools and undertakes not to violate the policies of third parties, including direct prohibitions on scraping contained in the terms of use of platforms such as Amazon, LinkedIn, Facebook and others.

9.3.

The User undertakes to comply with the instructions specified in the robots.txt files of the relevant websites, including restrictions or prohibitions on indexing, copying or otherwise automatically obtaining data.

9.4.

The User bears full responsibility for the legality of automated data collection in accordance with the laws of the Republic of Poland and GDPR / RODO.

9.5.

The Provider is not responsible for any violations of law or rights of third parties resulting from the User's actions. The tools provided within the service are purely technical in nature and do not constitute encouragement to engage in unlawful conduct.

9.6.

A User who submits a link to a third-party website through the service for the purpose of automated data collection confirms that they are the owner of such website or have proper and verifiable legal grounds to access its content.

In the event of any claims by third parties, all responsibility for the use of such links lies with the User.

10. Force Majeure

10.1.

The Parties are released from liability in the event of force majeure circumstances that make it impossible to fulfil their obligations.

10.2.

Force majeure circumstances include, but are not limited to, natural disasters, military actions, epidemics, pandemics, actions of public authorities, interruptions in electricity or Internet supply, cyberattacks, failures of hosting providers, domain blocking, and failures of payment systems.

10.3.

The Party affected by force majeure circumstances must notify the other Party of such circumstances within five (5) calendar days from the moment they occur.

If official confirmation is available, the term for fulfilling obligations may be extended proportionally to the duration of such circumstances.

11. Changes and Termination of the Agreement

11.1.

The Provider has the right to change the terms of this Agreement at any time. The new terms come into force after their publication on the website.

11.2.

The Customer has the right to stop using the service without providing additional explanations.

12. Final Provisions

12.1.

This Agreement is governed by the laws of the Republic of Poland.

12.2.

All disputes shall be resolved through negotiations. If no agreement is reached, disputes shall be resolved by the courts of the Republic of Poland.

12.3.

This Agreement, together with the Platform Terms of Use and the Privacy Policy, constitutes the entire agreement between the Parties.

In the event of contradictions between the documents, the provisions of this Agreement shall prevail.