01Definitions

For the purposes of these Terms of Service (the "Terms"):

• "Provider", "we", "us" means [COMPANY LEGAL NAME], a company incorporated under the laws of the Slovak Republic, with registered office at [REGISTERED ADDRESS], Company ID (IČO): [IČO], Tax ID (DIČ): [DIČ], VAT ID: [IČ DPH], registered in the Commercial Register of the District Court [REGISTRY ENTRY].
• "Customer", "you" means a legal entity or sole trader acting in the course of its business that orders the Service from the Provider.
• "Service" means the AdScout competitive-media analysis, including the interactive dashboard, category benchmarks, creative wall, executive summary, and any reports delivered by the Provider as part of an Order.
• "Order" means a binding request submitted by the Customer for a one-time analysis under a specific Plan (e.g. Starter, Pro, Enterprise).
• "Plan" means the scope of the analysis as published on the Provider's website at the moment of submitting the Order.
• "Output" means the data, dashboards, exports and reports delivered to the Customer as a result of an Order.

02Provider & contact

These Terms govern the relationship between the Provider and the Customer in connection with the use of the Service.

For all matters concerning the Service, the Customer may contact the Provider at: [CONTACT EMAIL].

03Scope of the service

The Service is a one-time analytical product. The Provider is not a subscription service. To obtain an updated set of data, the Customer must place a new Order.

Each Order results in the delivery of an Output reflecting the data and methodology available to the Provider at the time of analysis. The exact scope (number of competitors, markets, level of refresh, optional add-ons) is determined by the Plan selected in the Order.

04Eligibility & account

The Service is intended exclusively for business customers (B2B). By placing an Order, the Customer represents and warrants that it is acting in the course of its business and that the natural person submitting the Order is at least 18 years old and authorised to enter into binding obligations on behalf of the Customer.

Where the Provider grants the Customer access to the dashboard, the Customer is responsible for the security of access credentials and for all activity carried out under its account.

05Order & conclusion of contract

The contract is concluded at the moment the Provider confirms the Order in writing (including by email). The information published on the Provider's website is not a binding offer within the meaning of § 43a of Act No. 40/1964 Coll. (the Slovak Civil Code) but an invitation to make an offer.

The Customer is bound by the Order from the moment of its submission. The Provider reserves the right to refuse an Order, in particular where the requested scope is technically not feasible, where the Customer has outstanding obligations, or where there is reasonable suspicion of misuse.

06Price & payment

The price of the Service is the price stated for the selected Plan at the moment of submitting the Order, exclusive of VAT unless explicitly stated otherwise. Prices are quoted in EUR.

Unless agreed otherwise in writing, the price is payable upfront on the basis of an invoice issued by the Provider, with a due date of 14 calendar days from the date of issue. The price is considered paid on the date the corresponding amount is credited to the Provider's bank account.

In case of late payment, the Provider is entitled to (i) suspend delivery of the Output until full payment is received, and (ii) charge default interest at the statutory rate.

07Delivery of the analysis

The Provider will deliver the Output within the timeframe stated in the Order confirmation. Where no timeframe is stated, the Provider undertakes reasonable efforts to deliver the Output within 10 business days of receipt of payment.

Delivery is effected by making the Output available to the Customer in the dashboard and/or by sending it to the email address designated by the Customer.

08Licence & permitted use

Upon full payment of the price, the Provider grants the Customer a non-exclusive, non-transferable, non-sublicensable, worldwide licence to use the Output for the Customer's internal business purposes, for the duration of the legal protection of the underlying works.

The Customer is not permitted, in particular, to:

• resell, sublicense or otherwise commercially distribute the Output to third parties;
• publish the Output in full, in extracts that would allow the reconstruction of the underlying methodology, or as part of any benchmarking or competitive-intelligence service of its own;
• use the Output to build, train or refine any product that competes with the Service;
• remove or alter any proprietary notices contained in the Output.

Excerpts of the Output may be quoted in internal communications, board materials and to the Customer's professional advisers, provided the source is identified as "AdScout".

09Customer obligations

The Customer undertakes to:

• provide accurate, complete and up-to-date information necessary for the performance of the Order;
• refrain from any conduct that would jeopardise the security, integrity or availability of the dashboard or the Provider's infrastructure;
• refrain from any reverse engineering, scraping or automated extraction of the Output beyond the functionality offered by the dashboard;
• comply with all applicable laws when using the Output, including competition law and data-protection law.

10Disclaimer of warranties

The Output is generated from publicly available information, ad-library data and other lawful sources. The Provider undertakes professional care in the collection and processing of such data; however the Provider does not warrant that the Output is exhaustive, error-free or fit for any specific purpose other than the one for which it has been ordered.

The Service is provided "as is" and "as available". To the extent permitted by mandatory law, all implied warranties are excluded.

11Limitation of liability

To the maximum extent permitted by law, the Provider's aggregate liability arising out of or in connection with these Terms or the Service (whether in contract, tort or otherwise) is limited, per Order, to the amount of the price actually paid by the Customer for that Order.

The Provider is not liable for indirect, consequential, special or incidental damages, including lost profits, lost revenues, lost business opportunities, loss of goodwill, or damages resulting from decisions taken on the basis of the Output.

Nothing in these Terms excludes or limits liability that cannot be excluded or limited under mandatory Slovak law (including liability for damage caused intentionally or by gross negligence and liability for damage to health or life).

12Confidentiality

Each party undertakes to keep confidential all information designated as confidential or which by its nature should reasonably be regarded as confidential, including the content of Orders, pricing terms and the Output. This obligation survives the termination of the contract.

13Intellectual property

The Provider retains all intellectual-property rights in the Service, the dashboard, the methodology, software, designs and any underlying components. No provision of these Terms is to be interpreted as a transfer of such rights to the Customer.

The Customer remains the owner of any data and materials it provides to the Provider in connection with the Order. The Customer grants the Provider the necessary licence to process such data for the sole purpose of performing the Order.

14Withdrawal & refunds

The Service is provided to business customers only. The provisions of Act No. 102/2014 Coll. on consumer protection in distance contracts do not apply.

Once an Order has been confirmed and the analysis has been initiated, the Customer is not entitled to a refund. The Provider may, at its sole discretion, propose alternative remedies (e.g. re-running part of the analysis) where a material defect in the Output is demonstrated.

15Term & termination

The contract is concluded for the duration necessary to perform the Order and ceases on delivery of the Output and full payment.

Either party may withdraw from the contract for material breach by the other party that has not been remedied within 15 calendar days of written notice.

16Force majeure

Neither party is liable for failure or delay in performance caused by circumstances beyond its reasonable control, including natural disasters, acts of public authorities, war, terrorism, large-scale outages of telecommunications networks or electricity supply.

17Changes to these Terms

The Provider may update these Terms to reflect changes in law, in its services or in market practice. The version applicable to a given Order is the version in force at the moment of submitting that Order.

18Governing law & jurisdiction

These Terms and any contract concluded under them are governed by the law of the Slovak Republic, excluding its conflict-of-laws rules and the United Nations Convention on Contracts for the International Sale of Goods.

The courts of the Slovak Republic have exclusive jurisdiction over any dispute arising from or in connection with these Terms.

19Final provisions

If any provision of these Terms is or becomes invalid or unenforceable, the remaining provisions remain in full force and effect. The invalid provision is deemed to be replaced by a valid provision that comes closest to the intended economic purpose.

Matters not regulated by these Terms are governed by Act No. 513/1991 Coll. (the Slovak Commercial Code) and other applicable Slovak legislation.