TERMS AND CONDITIONS FOR THE PROVISION OF ELECTRONIC SERVICES ON ORBIFY.COM

1. Act on provision of services by electronic means - Act of 18 July 2002 on provision of services by electronic means (Journal of Laws of 2017, item 1219, as amended).
2. Terms and Conditions - these terms and conditions for the provision of services by electronic means, being the rules and regulations referred to in Article 8(1)(1) of the Act on Provision of Services by Electronic Means.
3. Platform - software whose specific functionalities are offered as SaaS Services, using the website available at https://orbify.com.
4. Website - the website available at https://orbify.com.
5. Service - a service provided electronically within the meaning of Article 2(4) of the Act on Provision of Electronic Services by the Service Provider relating to the use of the Platform via the Website, the exact scope of which is defined in section 3.1 below.
6. Implementation Services - services of adapting the Platform to the needs of users depending on the selected subscription model provided by the service provider. Implementation Services are charged extra on the PRO and the Enterprise subscription model.
7. Service Provider - a service provider within the meaning of Article 2(6) of the Act on provision of Services by Electronic Means. The service provider is Orbify Poland Sp. z o.o. with its registered office in Kraków, at Kurniki 9, 31-156 Kraków, entered into the National Court Register kept by the Kraków District Court, XI Commercial Division under KRS No. 0000906360, NIP No. 6762598737 and REGON No. 389222443.
8. User - any legal entity or organizational unit without a legal entity who uses the Service in any way.
9. Materials - text, photographs, graphics, charts, video materials, multimedia materials, etc., including those that may constitute a work as defined by the Act on Copyright and Related Rights.
10. Agreement - an agreement concluded between the Service Provider and the User on the basis of the Terms and Conditions, the subject of which is the provision of Services. The Agreement is concluded at the moment of commencement of the use of the Service.
11. Act on Copyright and Related Rights - Act of 4 February 1994 on Copyright and Related Rights (Journal of Laws 2018, item 1191, as amended).
12. Industrial Property Law - the Act of 30 June 2000. - Industrial Property Law (Journal of Laws of 2017, item 776 j.t., as amended).

1. Subject of the Terms and Conditions. The Terms and Conditions set out the rules for the provision of Services by the Service Provider through the Platform contained on the Website.
2. Reading and acceptance of the Terms and Conditions. You should read the Terms and Conditions before using the Services. By using the Services in any way, the User declares that he/she has read the Terms and Conditions, accepts their provisions and undertakes to comply with them.
3. Third Parties. Users have the possibility to use third-party services and services through the Platform contained on the Website by means of appropriate connections to third-party Services. The terms and conditions or other documents set out by the third parties providing the service or making the Service available shall then apply. In such a case, the Service Provider is not a party to the agreements for the provision of electronic services concluded between the User and the third party. Liability for services provided to Users by third parties is governed by the relevant agreements concluded by the User with the third parties.

1. Services provided through the Platform contained on the Website. The Service Provider provides the Services indicated in the subscription models available at: https://orbify.com/pricing, collectively referred to as ("SaaS Services") the provision of the support services with respect to the Platform / Website ("Support Services").
2. Technical Support. Subject to the terms hereof, with respect to the SaaS Services, the Service Provider will provide technical Support to the User via a dedicated chat in the Website on weekdays from 9:00 am through 5:00 pm CET, excluding National Holidays ("Support Hours").The Service Provider will use commercially reasonable efforts to respond to all Helpdesk tickets within one (1) business day.
3. Materials presented on the Platform / Website. The Platform / Website presents Materials, including informational content and advertising content, which may be personalized and adapted to the interests of Users based on their online activities.

1. Technical specification of equipment. Correct use of the Services by the User is possible provided that the User's hardware and ICT system meet the following minimum technical requirements:
   
   1. have an active and properly functioning internet access;
   2. using one of the following web browsers: Google Chrome® for Windows® (version 109 or later), Mozilla® Firefox® (version 115 or later), Microsoft®, Edge® (version 124 or later), Apple® Safari® (version 15.6 or later);
   3. acceptance of cookies by the above-mentioned internet browser.
2. Disclaimer of Service Provider's liability. The Service Provider shall not be liable for technical problems or limitations occurring in the computer equipment, information and communication system and telecommunication infrastructure used by the User, which prevent the User from using the Platform / Website and the Services provided through it.
3. Temporary interruption in the use of the Platform / Website. In the event that it is necessary to make changes and improvements to the system or to carry out maintenance work or equipment failures, the Service Provider reserves the right, for its own benefit, to temporarily interrupt the operation of the Platform / Website.
4. Proper use of the Platform / Website. The User is obliged to comply with the provisions of these Terms and Conditions, as well as to use the Services in accordance with its intended purpose and to refrain from any activity that may interfere with its proper functioning, in particular to:
   1. not to post content supporting radical social attitudes or expressing such views (any kind of .racial, ethnic, gender, religious discrimination, etc.),
   2. not to post content that is vulgar or contains profanity,
   3. not to post content that is generally considered offensive or incompatible with decency,
   4. not to post content that promotes the use of drugs or illegal intoxicants, promotes excessive .alcohol consumption, contains links to websites that breach the law or good practices, or .contains personal data, contact details or e-mail addresses,
   5. not to distribute pornographic content,
   6. not to carry out any penetration or security tests of the Services,
   7. not to post content that breaches applicable laws / any third party rights.
5. Use of the Platform / Website in accordance with standards and laws. The User shall use the Platform / Website in a manner consistent with the Service Provider's standard published policies then in effect (the "Policy"), social and moral norms, and generally applicable laws.
6. User responsibility for posted content. The User is solely responsible for the Materials he/she posts on the Platform / Website, including comments, and in particular he/she is responsible for any possible infringement of the rights or goods of third parties and for any resulting damages.
7. The Service Provider's right to restrict the User's use of the Platform / Website. The Service Provider may suspend or terminate the User's right to use the Services with immediate effect in the event of the User's breach of the Terms and Conditions or applicable laws.
8. Equipment and ancillary services. The User shall be responsible for obtaining and maintaining any equipment and ancillary services needed to connect to, access, or otherwise use the Services, including, without limitation, modems, hardware, servers, software, operating systems, networking, web servers, and the like (collectively, "Equipment"). The User shall also be responsible for maintaining the security of the Equipment, User account, passwords (including but not limited to administrative and user passwords), and files, and for all uses of the User account or the Equipment with or without the User's knowledge or consent.
9. Protection of the Materials posted on the Platform / Website. The Platform / Website contains objects of exclusive rights protected by the Copyright Act and Industrial Property. None of these Materials, in particular text, graphics, trademarks, logos, icons, photographs, programmes, presented on the Platform / Website may be reproduced or distributed in any form or by any means without prior authorization. The User undertakes to use the Materials exclusively for his/her own permitted use.
10. Scope of making the system resources available for data storage. The Service Provider declares that it is a service provider making available the resources of the ICT system for the purpose of storing data by the User only in the scope of comments and annotations published by Users on the Platform / Website. Posting comments and annotations is available after logging in to the account for PRO subscription users.
11. Indemnification and release of liability of the Service Provider. The User hereby agrees to indemnify and hold harmless the Service Provider against any damages, losses, liabilities, settlements, and expenses (including without limitation costs and attorneys' fees) in connection with any claim or action that arises from an alleged breach of the foregoing or otherwise from User's use of Services.
12. Exclusion of the Service Provider's liability towards third parties. To the extent that the Service Provider makes available the resources of the ICT system for the storage of data by the User, the Service Provider shall not be liable towards third parties for the stored data if the Service Provider does not know about the unlawful nature of the data or the related activities.
13. Reporting an incident that breaches the Terms and Conditions, the rights of third parties or the law. If a User or any third party becomes aware of the fact that comments and annotations have been posted on the Platform / Website that breaches these Terms and Conditions, the rights of third parties or the law, the User or such third party shall immediately report such fact by contacting the Service Provider via e-mail at compliance@orbify.com.

1. Creation of an account. In order to use the Platform / Website as part of a subscription, the User shall register an account with the Platform / Website using his/her e-mail address (the “Account”). The User is permitted to provide information that is accurate, complete and up-to-date. Failure to this requirement constitutes a breach of the Terms and Conditions, which may result in immediate termination of the Account.
2. Protection of the password. The User is responsible for protecting the password which is used to access the Platform / Website and for any activities or actions under the password, whether the password is used on the Platform / Website or a third-party social media service.
3. Disclosing the password. The User agrees not to disclose the password to any third party. The User shall notify the Service Provider immediately upon becoming aware of any breach of security or unauthorized use of the Account.
4. The username. The User may not use as the username a name of a third party or entity or a name that is not legally available for use, a name or trademark that is subject to any rights of another person or entity other than the User without proper authorization, or a name that is otherwise offensive, vulgar or obscene.

1. Exclusive rights of the Service Provider. The User is aware and confirms that any subjects of the intellectual and/or industrial property rights related to and/or directly incorporated within the Platform / Website, including any software underlying the Platform / Website, are to remain the exclusive rights of the Service Provider (either owned and/or licensed to the Service Provider by third parties). Except for the case directly defined in Article 8.2. below, no provision contained in this Agreement is to be regarded as any assignment of exclusive rights to any of the subjects of IP rights mentioned above to the User.
2. Rights to any specific subject of intellectual/industrial property rights created by the User. Should it happen that the User creates on its own any specific subject of intellectual/industrial property rights through the use of the software tools made available within the Platform / Website, the User acquires exclusive rights to such subject of intellectual/industrial property rights. This includes cases where the User creates/generates specific software / geospatial reports/maps etc., through the use of the Platform / Website.
3. Watermark or any other identification mark. The maps and charts generated through the Platform / Website may bear a watermark or any other identification mark ("Watermark") to indicate their source and ownership. The User is permitted to use the maps and charts for legitimate business or personal purposes. However, the User shall not, under any circumstances, remove, alter, cover, or obscure the Watermark from the maps and charts generated using the Platform / Website. Additionally, the User shall not attempt to circumvent or bypass any technological measures employed by the Service Provider to display or
4. Non-exclusive license to use the Software. The User will not, directly or indirectly: reverse engineer, decompile, disassemble, or otherwise attempt to discover the source code, object code or underlying structure, ideas, know-how, or algorithms relevant to the Services or any software, documentation, or data related to the Services ("Software"); modify, translate, or create derivative works based on the Services or any Software (except to the extent expressly permitted by the Service Provider or authorized within the Services); use the Services or any Software for timesharing or service bureau purposes or otherwise for the benefit of a third; or remove any proprietary notices or labels. With respect to any Software distributed or provided to the User for use on User premises or devices, the Service Provider hereby grants the User a non-exclusive, non-transferable, non-sublicensable license to use such Software during the term only in connection with the Services.

1. Fees for the Services, change the Fees and inquiries to the Service Provider's user support department. The User will pay Service Provider the applicable fees for the Services in accordance with the terms therein (the "Fees"). The Fees will be a monthly fee or payable annually in advance in accordance with the selected subscription model, available at https://orbify.com/pricing. If the User's use of the SaaS Services requires the payment of additional fees resulting from the selected subscription model or additional works and resources by the Service Provider not included in the subscription, the User shall be billed for such usage. The User agrees to pay the additional fees in the manner provided herein. The Service Provider reserves the right to change the Fees (with respect to the SaaS Services) or applicable charges and to institute new charges and Fees with three (3) months prior notice to the User (which may be sent via e-mail). If the User believes that the Service Provider has billed the User incorrectly, the User must contact the Service Provider no later than 60 days after the closing date on the first billing statement in which the error or problem appeared in order to receive an adjustment or credit. Inquiries should be directed to the Service Provider's user support department .
2. Billing through an invoice. The Service Provider may choose to bill through an invoice, in which case, full payment for invoices issued in any given month must be received by the Service Provider fourteen (14) days after the mailing date of the invoice. Unpaid amounts are subject to a finance charge of 1.5% per month on any outstanding balance, or the maximum permitted by law, whichever is lower, plus all expenses of collection and may result in immediate termination of the SaaS Services. The User shall be responsible for all taxes associated with the SaaS Services other than Polish taxes based on the Service Provider's net income.
3. Referral program. If the User refers the Platform / Website to further users who subscribe, the referrer will be entitled to one free month of subscription at their current level. The discount granted covers all subscription models and is valid for a period of one year.
4. The Company undertakes to grant the Customer access to the Platform after the first payment has been made in accordance with the terms set out in the Services Order Form. Access shall be activated once the payment has been credited to the Company’s account, unless otherwise agreed by the parties in writing. If the first payment is not made, the Customer will not be granted access to the Platform, and the Company shall bear no liability in this regard.
5. If the Customer fails to pay an invoice for additional usage within the period specified in Article 7.2, the Company reserves the right to apply the monthly/annual subscription fee towards the outstanding service usage fees. In such a case, the Company reserves the right to shorten the Customer’s subscription period. The new subscription period will correspond to the remaining subscription value after deducting the amount applied towards the outstanding service usage fees. The Customer will be notified via email of the new, shortened subscription period and any additional payment required to renew the original subscription period within 7 days from the date the subscription fee was applied towards the unpaid usage charges.

1. Disclosing the proprietary information. Each party (the "Receiving Party") understands that the other party (the "Disclosing Party") has disclosed or may disclose business, technical or financial information relating to the Disclosing Party's business (hereinafter referred to as "Proprietary Information" of the Disclosing Party). Proprietary Information of the Service Provider includes non-public information regarding features, functionality, and performance of the Service. Proprietary Information of the User includes non-public data provided by the User to the Service Provider to enable the provision of the Services ( "User Data"). The Receiving Party agrees: (i) to take reasonable precautions to protect such Proprietary Information, and (ii) not to use (except in performance of the Services or as otherwise permitted herein) or divulge to any third person any such Proprietary Information. The Disclosing Party agrees that the foregoing shall not apply with respect to any information after five (5) years following the disclosure thereof or any information that the Receiving Party can document (a) is or becomes generally available to the public, or (b) was in its possession or known by it before receipt from the Disclosing Party, or (c) was rightfully disclosed to it without restriction by a third party, or (d) was independently developed without the use of any Proprietary Information of the Disclosing Party or (e) is required to be disclosed by law.
2. User rights and Service Provider rights. The User shall own all rights, titles, and interests in and to the User Data, as well as any data that is based on or derived from the User Data and provided to the User as part of the Services. The Service Provider shall own and retain all right, title, and interest in and to (a) the Services and Software, all improvements, enhancements, or modifications thereto, (b) all intellectual property rights related to any of the foregoing.
3. Right to collect and analyze data and other information on the Services. Notwithstanding anything to the contrary, the Service Provider shall have the right to collect and analyze data and other information relating to the provision, use, and performance of various aspects of the Services and related systems and technologies (including, without limitation, information concerning User Data and data derived therefrom), and the Service Provider will be free (during and after the term hereof) to (i) use such information and data to improve and enhance the Services and for other development, diagnostic and corrective purposes in connection with the Services and other Service Provider offerings, and (ii) disclose such data solely in aggregate or other de-identified form in connection with its business. No rights or licenses are granted except as expressly set forth herein.

1. Term of the Agreement. This Agreement is executed for 12 months and shall be automatically renewed for additional periods of the same duration as the initial Service term of the 12 months (collectively, the "Term"), unless either party requests termination at least thirty (30) days prior to the end of the then-current term.
2. Termination of the Agreement. In addition to any other remedies it may have, following the execution of the Implementation Services, either party may also terminate this Agreement upon thirty (30) days' notice (the Service Provider is entitled to terminate this Agreement without notice in the case of non-payment of the invoice after the due date), if the other party materially breaches any of the terms or conditions of this Agreement. The User will pay in full for the SaaS Services up to and including the last day on which the Services are provided. All sections of this Agreement which by their nature should survive termination will survive termination, including, without limitation, accrued rights to payment, confidentiality obligations, warranty disclaimers, and limitations of liability.
3. Withdrawing from the Agreement by the Service Provider. Furthermore, in the case the User is in breach of this Agreement within the period of execution of the Implementation Services, the Service Provider is entitled to withdraw from the Agreement in whole or in part relating to the Implementation Services. In such case, the User is obliged to reimburse the Service Provider with all the costs borne by the Service Provider till the moment of exercising the right to withdraw for the purpose of execution of the Implementation Services.
4. Termination by the User. If the Platform / Website experiences an uninterrupted downtime exceeding seven (7) consecutive days, the User shall have the right to terminate this Agreement immediately by contacting the Service Provider via e-mail at contact@orbify.com. In such cases, the Service Provider shall refund any pre-paid fees or charges applicable to the unused portion of the contract term. All sections of this Agreement which by their nature should survive termination will survive termination, including, without limitation, accrued rights to payment, confidentiality obligations, warranty disclaimers, and limitations of liability.

1. Personal data administrator. The administrator of the Users' personal data is the Service Provider.
2. Cookies The Service Provider may use cookies (i.e. small text files sent to the User's device, identifying it in a way necessary to simplify or cancel a given operation) to collect information related to the User's use of the Platform / Website.
3. Privacy Policy. The rules for the processing of the Service Users' personal data and the use of cookies by the Service Provider are set out in the Privacy Policy available athttps://orbify.com/privacy.

1. Submission of complaints. Complaints regarding the provision of electronic services related to access to the Website should be submitted via e-mail to: contact@orbify.com or to the postal address: ul. Kurniki 9, 31-156 Kraków.
2. Deadline for response. The Service Provider shall respond to reported complaints within no more than 14 working days, in the form of an e-mail sent to the User's address provided when submitting the complaint .
3. Scope of the Service Provider's liability. The Service Provider is liable for the Services provided only to the extent of the Terms and Conditions.

The Service Provider shall use reasonable efforts consistent with prevailing industry standards to maintain the Services in a manner that minimizes errors and interruptions in the SaaS Services. The SaaS Services may be temporarily unavailable for scheduled maintenance or for unscheduled emergency maintenance, either by the Service Provider or by third-party providers, or because of other causes beyond the Service Provider's reasonable control, but the Service Provider shall use reasonable efforts to provide advance notice in writing or via e-mail of any scheduled service disruption. However, the Service Provider does not warrant that the SaaS Services will be uninterrupted or error-free; nor does it make any warranty as to the results that may be obtained from the use of the SaaS Services. Except as expressly set forth in this section, the SaaS Services are provided "as is," and the Service Provider disclaims all warranties, express or implied, including, but not limited to, implied warranties of merchantability and fitness for a particular purpose and non-infringement.

Notwithstanding anything to the contrary, except for bodily injury of a person (or other cases prescribed by the mandatory laws), the Service Provider and its suppliers (including but not limited to all equipment and technology suppliers), officers, affiliates, representatives, contractors and employees shall not be responsible or liable with respect to any subject matter of this Agreement or Terms and Conditions related thereto under any contract, negligence, strict liability or other theory: (a) for error or interruption of use or for loss or inaccuracy or corruption of data or cost of procurement of substitute goods, services or technology or loss of business; (b) for any indirect, exemplary, incidental, special or consequential damages (lucrum cesans); (c) for any matter beyond the Service Provider's reasonable control; or (d) for any amounts that, together with amounts associated with all other claims, exceed the fees paid by the User to the Service Provider for the services under this Agreement in the 12 months prior to the act that gave rise to the liability, in each case, whether or not the Service Provider has been advised of the possibility of such damages. The Service Provider's overall liability for the actual damage (damnum emergens) is limited to 100% of the fees paid by the User.

1. Amendment of the provisions of the Terms and Conditions. The Service Provider is entitled to change the Terms and Conditions. The Service Provider shall provide the Users at least 30 days' notice prior to any new terms taking effect. By continuing to access or use the Platform / Website after those changes enter into force, the User agrees to be bound by the revised terms. If the User does not agree to the new terms, in whole or in part, shall cease using the Platform / Website.
2. Severability Clause. If any provision of this Agreement is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that this Agreement will otherwise remain in full force and effect and enforceable.
3. Assignment of rights. This Agreement is not assignable, transferable, or sublicensable by the User except with the Service Provider's prior consent. The Service Provider may transfer and assign any of its rights and obligations under this Agreement without consent.
4. Result of the Agreement. This Agreement is the complete and exclusive statement of the mutual understanding of the parties and supersedes and cancels all previous written and oral agreements, communications, and other understandings relating to the subject matter of this Agreement. No agency, partnership, joint venture, or employment is created as a result of this Agreement, and the User does not have any authority of any kind to bind the Service Provider in any respect whatsoever.
5. Recovering costs. In any action or proceeding to enforce rights under this Agreement, the prevailing party will be entitled to recover costs and attorneys' fees.
6. Court of competent jurisdiction. These Terms and Conditions and the underlying Agreement shall be governed by the laws of Poland with regard to its conflict of law's provisions. Any potential dispute arising out of this Terms and Conditions and Agreement shall be settled by the Polish courts relevant to the registered seat of the Service Provider.
7. Applicable regulations and provisions of the Agreement. In matters not regulated in these Terms and Conditions, the provisions of the law in force on the territory of Poland shall apply.
8. Entry into force of the Terms and Conditions. The Terms and Conditions shall enter into force on March 20, 2025.