1. Parties to the Agreement

These Terms and Conditions of Service (the "Terms") constitute a legally binding agreement between Progus sp. z o.o., a company registered under the laws of Poland, with its registered office at ul. Sklepowa 27, 97-500 Radomsko, Poland, entered in the Register of Entrepreneurs of the National Court Register kept by the District Court for Łódź-Śródmieście in Łódź, XX Commercial Division of the National Court Register, under KRS number 0001078024, NIP 7722434496, share capital PLN 10,000.00 (hereinafter "PROGUS" or "Company") and the user of the services provided by PROGUS (hereinafter "User" or "Customer").

2. Definitions

For the purposes of these Terms, the following definitions shall apply:

• "Service" means any software, application, integration, or digital service provided by PROGUS on any Platform or directly, now or in the future, including but not limited to the Progus applications listed in Section 4 (such as Store Locator, COD Form & OTP SMS, Subscriptions, Trust Badges & Icons, AI Studio, Sticky Add to Cart Bar, Upsell AI, and InPost by Progus).
• "Platform" means any third-party platform where PROGUS services are made available, including but not limited to Shopify, Wix, and other e-commerce platforms.
• "User Account" means the account created by the User to access and use the Service.
• "Subscription" means the paid access to premium features of the Service.
• "Content" means any data, information, or materials uploaded, stored, or processed through the Service.

3. Acceptance of Terms

By accessing, downloading, installing, or using any Service provided by PROGUS, the User agrees to be bound by these Terms. If the User does not agree to these Terms, they must not use the Service.

4. Description of Services

PROGUS provides a range of applications, distributed mainly through the Shopify App Store, the Wix App Market, and WordPress.org. The Services currently include, without limitation, the following applications:

4.1 Store Locator

A service that allows Users to create, manage, and display interactive maps showing physical store locations, including location management and customization, interactive map display, search functionality, integration with e-commerce platforms, and analytics features.

4.2 COD Form & OTP SMS

A service that provides a Cash on Delivery (COD) order form, optional phone-number verification by SMS one-time password (OTP), fraud prevention, and management of the visibility and limits of the COD payment method.

4.3 Subscriptions

A service that enables Users to offer recurring subscription plans, manage subscription contracts, and provide their customers with a portal to manage their subscriptions, including AI-assisted plan suggestions.

4.4 Trust Badges & Icons

A service that displays trust badges, payment-method icons, and guarantee symbols on the User's storefront.

4.5 AI Studio

A service that uses artificial intelligence to generate product image variants and campaign images from the User's product photos, optionally featuring a model profile of a real person created with that person's consent.

4.6 Sticky Add to Cart Bar

A service that displays a persistent "add to cart" bar on product pages to improve conversion.

4.7 Upsell AI

A service that provides AI-driven upsell and cross-sell product recommendations at different stages of the shopping journey.

4.8 InPost by Progus

A service that lets the User's customers select an InPost parcel locker or pickup point during checkout and helps the User generate shipping labels for InPost deliveries.

PROGUS may add, modify, or discontinue applications over time. The specific features available depend on the application and the subscription plan selected.

5. User Registration and Account

To use the Service, Users must create an account by providing accurate and complete information. Users are responsible for:

• Maintaining the confidentiality of their account credentials
• All activities that occur under their account
• Notifying PROGUS immediately of any unauthorized use
• Ensuring their account information remains accurate and up-to-date

6. Subscription and Payment Terms

6.1 Subscription Plans

PROGUS offers various subscription plans with different features and limitations. Details of current plans are available on the PROGUS website.

6.2 Payment

Subscription fees are charged in advance on a monthly or annual basis, depending on the selected plan. Payment is processed through secure third-party payment providers, depending on the platform (for example Shopify for Shopify apps, Wix for Wix apps, and Paddle for direct/SaaS subscriptions). Applicable taxes (such as VAT) may be added where required.

6.3 Free Trial

PROGUS may offer free trial periods for new Users. Trial periods are subject to the same Terms as paid subscriptions, except for payment obligations.

6.4 Price Changes

PROGUS reserves the right to modify subscription prices with 30 days' notice to existing subscribers. Price changes will not affect the current billing period.

6.5 Refunds

Refunds, where applicable, are handled in accordance with our Refund Policy and the rules of the platform through which the subscription was purchased (for example Shopify or Wix).

7. User Obligations and Restrictions

7.1 Permitted Use

Users may use the Service only for lawful purposes and in accordance with these Terms. Users agree to:

• Use the Service in compliance with all applicable laws and regulations
• Respect intellectual property rights
• Not interfere with the Service's operation or security
• Not attempt to reverse engineer, decompile, or disassemble the Service

7.2 Prohibited Activities

Users are prohibited from:

• Using the Service for any illegal or unauthorized purpose
• Transmitting viruses, malware, or other harmful code
• Attempting to gain unauthorized access to PROGUS systems
• Violating any applicable laws or regulations
• Infringing on the rights of third parties

8. Intellectual Property Rights

8.1 PROGUS Intellectual Property

The Service, including its design, functionality, and underlying technology, is owned by PROGUS and protected by intellectual property laws. Users are granted a limited, non-exclusive, non-transferable license to use the Service.

8.2 User Content

Users retain ownership of their Content but grant PROGUS a license to use, store, and process their Content as necessary to provide the Service.

8.3 AI-Generated Content

Some Services use artificial intelligence to generate content or suggestions (for example product images, subscription-plan suggestions, and product recommendations). AI-generated output may be inaccurate or incomplete, and the User is responsible for reviewing it before use and for ensuring it does not infringe third-party rights. The User is responsible for the product images and other materials they submit for processing and must hold the necessary rights to them.

When the User publishes or otherwise uses images generated with AI Studio, the User is responsible for complying with the transparency obligations that apply to it, including disclosing that the content was generated or manipulated by artificial intelligence where Article 50 of Regulation (EU) 2024/1689 (the AI Act) or other applicable law requires it. Before creating a model profile of a real person, the User must have that person's consent and a legal basis for using their likeness, and must stop using the profile and the images showing that person if the consent is withdrawn, to the extent required by law.

9. Data Protection and Privacy

PROGUS processes the personal data of Users and their staff as a controller, as described in our Privacy Policy, which informs Users about that processing and its legal bases. Where PROGUS processes personal data on the User's behalf (for example data of the User's customers or store visitors), our Data Processing Agreement ("DPA") applies. The DPA forms part of these Terms and applies from the moment the User installs or uses a Service; the User may also accept it electronically at progus.com/dpa/sign.

10. Service Availability and Modifications

10.1 Service Availability

PROGUS strives to maintain high service availability but does not guarantee uninterrupted access. The Service may be temporarily unavailable due to maintenance, updates, or technical issues.

10.2 Service Modifications

PROGUS reserves the right to modify, update, or discontinue features of the Service with reasonable notice to Users.

11. Limitation of Liability

To the maximum extent permitted by law, PROGUS shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to loss of profits or business opportunities, arising from the use or inability to use the Service.

The aggregate liability of PROGUS arising out of or in connection with these Terms and the DPA, taken together, is limited to the fees paid by the User for the affected Service in the 12 months before the event giving rise to the claim, and in any case is not less than EUR 500.

These limitations do not apply to damage caused by wilful misconduct or gross negligence, or to liability that cannot be limited or excluded under applicable law. They do not limit the obligations of PROGUS under the DPA, including its obligations regarding the security, confidentiality, return and deletion of personal data; claims arising from a breach of those obligations are subject to the aggregate limit above, except where the law does not allow it.

12. Indemnification

Users agree to indemnify and hold harmless PROGUS from any claims, damages, or expenses arising from their use of the Service or violation of these Terms.

13. Termination

13.1 Termination by User

Users may terminate their account at any time by following the cancellation process provided in the Service or by contacting PROGUS support.

13.2 Termination by PROGUS

PROGUS may suspend or terminate the User's access to a Service immediately if the User materially breaches these Terms, uses the Service unlawfully or in a way that threatens its security or other users, or where required by law or by the Platform. PROGUS may also terminate a Service for any other reason, including discontinuing an application, on at least 30 days' notice by e-mail or in the application. During the notice period the User can export its data with the Service's export features, where available, or by writing to contact@progus.com; fees prepaid for the period after termination are refunded pro rata.

13.3 Effect of Termination

Upon termination, the User's access to the Service ends. Personal data processed on the User's behalf is returned or deleted as set out in the DPA; other data is kept or deleted as described in the Privacy Policy.

14. Force Majeure

PROGUS shall not be liable for any failure or delay in performance due to circumstances beyond its reasonable control, including but not limited to natural disasters, war, terrorism, or government actions.

15. Governing Law and Jurisdiction

These Terms are governed by Polish law. Any disputes arising from these Terms shall be subject to the jurisdiction of the courts competent for the registered office of PROGUS. Nothing in these Terms deprives a User who is a consumer of the protection afforded to them by the mandatory provisions of the law of their country of habitual residence, including their right to bring proceedings before the courts of that country.

16. Severability

If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.

17. Entire Agreement

These Terms, together with the DPA (including its Annexes) and the Refund Policy, constitute the entire agreement between PROGUS and the User regarding the use of the Service. In case of conflict, the following order of precedence applies: in matters of personal data, the DPA and its Annexes; then these Terms; then the Refund Policy and other PROGUS policies. The Privacy Policy is an information notice and does not form part of the agreement.

18. Changes to Terms

PROGUS may amend these Terms for valid reasons, such as changes to the Services, to the law or to the Platforms. PROGUS notifies Users of material changes by e-mail or in the application at least 30 days before they take effect, and publishes the new version on this page with its date. A User who does not accept a change may terminate the affected Service before it takes effect, and fees prepaid for the period after termination are refunded pro rata. Changes that are required by law, or that are not material (such as editorial corrections or adding a new Service), may take effect on publication. Changes to the DPA follow the rules in the DPA.

19. Complaints and Dispute Resolution

Users may submit complaints regarding the Service to PROGUS at contact@progus.com. PROGUS will investigate complaints and respond within 30 days. If additional information is required, PROGUS may request such information, and the 30-day period will be counted from the date of providing such information.

The complaint procedure ends with PROGUS sending a response to the complaint notification. The response is sent only to the e-mail address given in the complaint application.

20. Contact Us

If you have any questions about these Terms, please contact us at contact@progus.com.

Company details:
Progus sp. z o.o.
ul. Sklepowa 27, 97-500 Radomsko, Poland
KRS: 0001078024 · NIP: 7722434496 · Share capital: PLN 10,000.00
Email: contact@progus.com