POWER HUB TERMS AND CONDITIONS
§ 1. General provisions
1. Introduction
These POWERHUB Terms and Conditions (“Terms and Conditions”) set out the terms and conditions for the provision of software in the SaaS (Software as a Service) model and the provision of electronic services by BMCG Software sp. z o.o. with its registered office in Warsaw, Balbinki 4, 02-495 Warsaw, District Court for the Capital City of Warsaw in Warsaw, 14th Commercial Division of the National Court Register under KRS number: 0000631398, share capital: PLN 127,200, NIP number: 125-164-49-59 REGON: 365151727, e-mail:office@powerhub.pl (“BMCG or POWERHUB“) .
The appendices, i.e. the Terms and Conditions for the Provision of Implementation Services, the Terms and Conditions for Max Users and the Personal Data Processing Agreement, as well as the terms and conditions of promotional campaigns published on the Website, form an integral part of the Terms and Conditions. By accepting the Terms and Conditions, the User agrees to their content.
2. Definitions
Capitalised terms used in the Terms and Conditions shall have the following meanings (where references to terms in the singular also refer to expressions in the plural and vice versa):
Subscription – a fee payable to POWERHUB for granting the User a Licence to use the System.
Price list – information constituting an integral part of the Terms and Conditions regarding fees (or methods of determining them) payable to POWERHUB by the User in exchange for granting access to the System or providing Electronic Services, communicated by POWERHUB in any manner, e.g. by publication on the Website or in electronic correspondence; The Price List is subject to change in accordance with the rules applicable to amendments to the Terms and Conditions.
Working Days – days from Monday to Friday between 9:00 a.m. and 5:00 p.m., except for public holidays in Poland, 2 May, 24 and 31 December.
Additional Fees – additional fees for using the System or Electronic Services, as specified in the Price List.
External Service Provider – a provider of an external service offered or made available to the User and integrated with the System, e.g. an online platform (marketplace), shipping company, ERP system, accounting system, e-wholesale, fulfilment service.
Account – a set of resources in the POWERHUB ICT system, marked with an individual name (e-mail address) and password provided by the User, through which the User has access to the System.
Licence – a licence to use the System within the scope specified in the Terms and Conditions.
Billing Period – the period for which Fees are settled, beginning on the date of Account activation or another date agreed upon by the Parties, and ending at the end of the day in the following month that corresponds to the initial date, and if there is no such date in subsequent months, on the last day of such month.
Fees – Subscription and Additional Fees, collectively or separately – depending on the context.
Package – the scope of availability of the System, which is associated with the obligation to pay the Subscription Fee in the amount specified in the Price List.
Recurring Payment – a payment method made available at the User’s request, consisting in the recurring (recurrent) automatic collection of funds (debiting) from the payment card indicated by the User with the amount due to POWERHUB in a given Billing Period.
Online Payment – a payment method consisting in making an online transfer (fast transfer) via a payment gateway for the amount due to POWERHUB in a given Billing Period.
Employee Profile – a profile of an additional Account user with limited permissions.
Solution – software, application, system, service, platform, online store, integration via API or similar IT solutions owned, administered or operated by an External Service Provider or User.
Website – a website operated by POWERHUB, available at www.powerhub.pl, which offers Electronic Services, in particular the System.
Parties – BMCG or the User – together or separately, depending on the context.
System – SaaS (Software as a Service) software made available to the User by BMCG on the basis of the Licence and in accordance with the Agreement, intended for the User’s online sales via various sales channels.
Agreement – an agreement containing the terms and conditions for providing access to the System or performing a given Electronic Service, as applicable, with the content specified in the Terms and Conditions and, if applicable, in additional documents, concluded between BMCG and the User, together with any amendments.
Electronic Service – a service provided electronically by POWERHUB to the User based on the Terms and Conditions.
Implementation Service – implementation and configuration work on the Account or training in the use of the System, the scope of which is specified in the POWERHUB offer accepted by the User, carried out remotely on Business Days.
User – a natural person, legal person or organisational unit, not being a legal person, to which the law grants legal capacity, conducting business or professional activity on its own behalf, which is not a consumer within the meaning of generally applicable regulations, and which uses Electronic Services based on the Agreement.
Max User – a User who uses the System as part of the Max Package.
Technical Support – An Electronic Service provided remotely by POWERHUB, consisting in handling User requests regarding the use of the System.
3. Assurances of the User and their representatives
3.1. By entering into the Agreement, the User declares and warrants that they have read these Terms and Conditions and its appendices, and are authorised to enter into a valid and effective Agreement. If the Agreement is concluded by a person acting on behalf of and for the User, such person represents and warrants that they are authorised to represent the User in concluding the Agreement and that their power of representation of the User has not expired.
3.2. The Terms and Conditions and Electronic Services are intended exclusively for Users who are entrepreneurs with legal capacity. By accepting the Terms and Conditions, the User declares that they have the status of an entrepreneur and legal capacity, and that the Agreement is of a
professional nature for them, which results in the exclusion of the User’s consumer rights.
3.3. The User is obliged in particular to:
a. use the System and Electronic Services in accordance with the law and good manners; the User bears full and sole responsibility for the manner of using the System and Electronic Services and for all actions and omissions of themselves and persons to whom they have made the Account or Employee Profile available,
b.u se the System and Electronic Services exclusively in connection with online sales conducted on their own behalf or by a third party, provided that the third party has granted the User appropriate authorisation or the User’s use of the System and Electronic Services is in performance of a contract with that third party and BMCG has consented to this,
c. refrain from using the resources and functions available in the System to conduct activities that would violate the interests of POWERHUB, in particular those involving the resale of Electronic Services or the provision of services similar to the Electronic Services that the User uses under the Terms and Conditions;
d. provide true, accurate and up-to-date data within the Account, and in the event of any changes, immediately update the data, including personal data;
e. not to deliver or transmit any illegal content within the Website, in particular content that infringes the intellectual property rights of third parties or their personal rights, is contrary to good morals or violates the law;
f. not to take any action aimed at obtaining information not intended for the User, including data of other users of the Website, or interfering with the rules or technical aspects of the Website’s operation.
§ 2. Electronic Services and System
4. Introduction
Based on the Terms and Conditions, the following are made available:
1. The Service,
2. Account,
3. The System,
4. Display of messages concerning Electronic Services,
5. Technical Support,
6. Newsletter,
7. Implementation Services
5. Service
5.1. The Service is a website containing information about the System and Electronic Services and enabling the use of the System through an Account.
5.2. The information presented on the Website does not constitute an offer.
6. Account Registration
6.1. The User may start using the Account after completing the following steps:
a. filling in the registration form with true and current data, accepting the provisions of the Terms and Conditions and reading the Privacy Policy;
b. clicking the “Register” button or a button with a similar meaning;
c. logging into the Account using the email address and password provided by the User when completing the registration form.
6.2. Upon clicking the “Try for free” or “Register” button or a button with a similar meaning, an Agreement is concluded between the User and POWERHUB and an Account assigned to the User is created.
6.3. An account may only be registered by a natural person with full legal capacity and, in the case of legal persons and organisational units that are not legal persons but are granted legal capacity by law, by a person authorised to incur liabilities and acquire rights to the extent necessary to accept the Terms and Conditions. If POWERHUB has doubts as to the authorisation of the person registering the Account, it may request the User to submit such authorisation, suspend the Account until it receives information or documents confirming the authorisation, or take other measures to clarify the doubts, and may also delete the Account.
6.4. It is not possible to register an Account using a login used to create another Account.
7. Use of the Account
7.1. The User is responsible for the proper and secure management of the Account password, in particular, they should:
a. set a unique and strong password for the Account,
b. refrain from storing the login and password for the Account in the browser,
c. refrain from sharing their login and password with another person,
d. immediately notify POWERHUB of a request to suspend the Account if it suspects or identifies the use of the login and password by an unauthorised third party.
7.2. Data can be changed in the Account settings. POWERHUB may request the submission of relevant documents confirming the validity of the data change, including confirmation of the change in the User’s registration data, and in the absence of such documents, suspend the Account.
7.3. The User may grant access to the Account to their employees, associates or representatives by creating an Employee Profile linked to the Account. Creating an Employee Profile requires setting a login and password, which should be different from the login and password of the (main) Account, and specifying the scope of permissions. The User shall be solely responsible for the consequences of granting specific permissions to the Employee Profile. The provisions of the Terms and Conditions regarding the Account shall apply accordingly to the Employee Profile.
7.4. Changing the settings of an Employee Profile or deleting an Employee Profile is only possible after logging into the Account or Employee Profile with the appropriate Administrator permissions.
8. Suspension and deletion of the Account
8.1. The User may initiate the suspension of the Account at any time and without giving any reason by making the appropriate selection in the Account settings.
8.2. POWERHUB is entitled to suspend the Account, block access to the POWERHUB API or suspend the provision of other Electronic Services in the following cases:
a. failure to activate the Account during the registration process within 30 days – until the User activates the Account,
b. delay in payment of Fees – until the User makes the payment,
c. change of User data – until the User substantiates the validity of the data change,
d. suspicion of unauthorised access to the Account – until the grounds for suspicion of unauthorised access to the Account cease to exist,
e. violation of the Terms and Conditions or a separate agreement with POWERHUB – until the User remedies the damage resulting from the violation of POWERHUB within the time limit set by POWERHUB,
f. suspicion of a violation of the law by the User when using the Account – until the User proves that there is no risk of violation and that they have not violated the law,
8.3. The Account will be permanently deleted in the event of suspension of the Account lasting:
a. 3 months – if the reason for the suspension was failure to activate the Account;
b. 6 months – in other cases.
8.4. The User may, at any time and without giving any reason, initiate the deletion of the Account by submitting a request to Technical Support. During the period in which the Account is suspended, the use of the System is limited and the flow of data is stopped. Suspension of the Account does not result in any changes to its settings or the deletion of data stored therein.
8.5. It is not possible to restore a deleted Account or recover the data stored on it by the User. Deletion of the Account is tantamount to termination of the Agreement with immediate effect.
8.6. POWERHUB is entitled to contact the User during the period of Account suspension or for a period of 60 days after the deletion of the Account at the User’s initiative, in order to determine the reasons for the suspension or deletion of the Account, as well as to obtain the User’s opinion on the System or Electronic Services.
9. Use of the System
9.1. Use of the System requires an Account and that the end device and ICT system used by the User meet the following technical requirements: a computer or other device connected to the Internet with a minimum bandwidth enabling smooth refreshing of web pages, with a minimum screen resolution of 1280 x 720 pixels, equipped with at least one of the following web browsers: Chrome version 94 and higher, Internet Explorer version 11 and higher, Firefox version 93 and higher, Edge version 94 and higher, Safari version 14 and nd higher, Opera version 80 and higher, supporting Java Script and enabling the saving of cookies. In order to use the Electronic Services available on the Website, the User must have a valid/active email address and a device that allows for the correct completion of electronic forms.
9.2. The Billing Period begins upon activation of the Account.
9.3. At any time during the Billing Period, until the Account is deleted by POWERHUB, the User may use the System on terms consistent with the Price List.
9.4. POWERHUB is entitled to contact the User at any time to determine the reasons for the Account not being activated, as well as to obtain the User’s opinion on the System or other Electronic Services.
9.5. By adding integration with the Solution to the Account, the User agrees to the flow of data between POWERHUB and the integrated Solution, entered by the User into the System or Solution, or generated as a result of the User’s use of the System or Solution. If the User does not agree to the flow of data, they should disconnect the integration of the System and the Solution. External Service Providers process information, including personal data, as separate controllers, independently of POWERHUB, and requests made by the User through integrations added by
them also constitute the User’s instructions regarding the processing of this information, including personal data, within the System.
9.6. POWERHUB may carry out maintenance work, including to remove or prevent malfunctions, which may result in temporary limitations to the functionality or suspension of the Electronic Services. POWERHUB shall inform the User of the date of maintenance work via the Account. The time of limitation of functionality or unavailability of the Electronic Service within the scope specified above is included in the Subscription and the occurrence of such limitations does not affect its amount.
9.7. Some elements of the System marked as “BETA” or similar may be made available to all or some Users during the production and testing phase, which means that such an element of the System (a) may not function properly, (b) has reduced or limited functionality, (c) may lack certain features, (d) may be removed from the System at a time chosen by POWERHUB, (e) does not meet the parameters and level specified in the SLA (if applicable), for which POWERHUB shall not be liable. BETA version System components are not complete, but have been made available to Users in advance so that they can be tested before their official release.
10. Technical Support
10.1. Users with an Account may use the Technical Support available on Business Days by contacting POWERHUB via the contact form available after logging into the Account – Users indicate the subject of the request by selecting the appropriate option from the list.
10.2. The condition for using Technical Support is that there are no outstanding payments to POWERHUB.
10.3. Technical Support may also be provided by telephone at the telephone number provided by the User when registering the Account.
10.4. Technical Support includes support regarding the use of the System, information about the System’s functionalities or extensions.
10.5. For the avoidance of doubt, Technical Support does not include, in particular:
a. the provision of programming services,
b. modification of the System (e.g. adding modules, functionalities or changes to the source code) or their servicing,
c. configuration of Solutions or elements that are subject to independent configuration or modification by the User, or configuration of Solutions from external service providers,
d. providing assistance to the User’s customers,
e. failures or errors resulting from the User’s interference with the settings of the Electronic Services, in particular the System, which are not available to the User from the panel visible to each User after logging into the Account, to which the User gained access by violating the nature of the Electronic Service,
f. failures or errors resulting from the User’s failure to meet the Technical Requirements,
g. failures, errors or modifications to the settings of the User’s Solutions or External Service Providers,
h. legal, tax, accounting or business advice, and no communication provided to the User as part of Technical Support should be interpreted as legal, tax, accounting or business advice.
10.6. When submitting a request for Technical Support, the User should formulate it precisely, providing all information that is necessary or useful for providing Technical Support.
10.7. The consideration of requests within the framework of Technical Support may require the User’s cooperation, in particular:
a. providing POWERHUB with all reliable and complete information and data necessary for the proper consideration of the request;
b. remaining available for the duration of the application review process and responding promptly to enquiries and requests from POWERHUB;
c. following POWERHUB’s instructions and granting POWERHUB access to the User’s IT infrastructure – if required for the consideration of the Request.
10.8. POWERHUB will make every effort to process the report as quickly as possible, however, the processing time may be extended if the report concerns multiple issues, a complex or unusual issue, or for reasons beyond POWERHUB’s control, in particular:
a. lack of cooperation on the part of the User;
b. the User providing false or incomplete information or data;
c. for reasons attributable to External Service Providers.
10.9. If, during a given Settlement Period, more than 25% of the reports made by the User are unfounded, the User shall be obliged to pay remuneration for the services provided by POWERHUB in connection with these reports at an hourly rate of EUR 50 net for each hour commenced.
10.10. The User acknowledges and agrees that POWERHUB will be able to access the Account and the User’s data stored within the Account to the extent necessary to provide Technical Support.
11. Implementation Services
The provisions of the appendix to these Terms and Conditions apply to Implementation Services.
11.1. Communications regarding Electronic Services. POWERHUB may send the User communications regarding Electronic Services via the System or e-mail, including communications regarding the availability of new functionalities, modules and plug-ins for the System, changes in the System infrastructure, errors and failures of the Website, educational materials and instructions for using Electronic Services, changes to the Terms and Conditions or other documents made available on the Website, and surveys concerning the operation of the System or its components.
11.2. Newsletter. Users may receive a Newsletter that does not contain commercial information. factual and educational content concerning the System or services provided by POWERHUB, related entities or business partners of POWERHUB, made available by POWERHUB free of charge.
11.3. POWERHUB may use the User’s name, website address and logo on its websites and in promotional materials to indicate that the User uses or has used the System or Electronic Services, unless the User objects to this.
§ 3. Enterprise Plan Users
The provision of the System and Electronic Services to Enterprise Users is subject to additional terms and conditions set out in the appendix to the Terms and Conditions. The provisions of this appendix modify the provisions of the Terms and Conditions and take precedence over them.
§ 4. Intellectual Property
1. Licence Terms
For the duration of the Agreement, POWERHUB grants the User a territorially unlimited, non-exclusive Licence to use the System in accordance with its intended purpose, without the right to grant further licences (without prejudice to the rights of Employee Profile users). The Licence entitles the User to temporarily reproduce the System in its entirety on an electronic device and in any form by displaying and using it, as well as storing it for the purpose of conducting online sales.
2. Other terms
2.1. The System, Electronic Services and their content are the exclusive property of POWERHUB or third parties who have granted POWERHUB the appropriate authorisation to use them, and, with the exception of the Licence, the User has no rights to them. Open source software components have been implemented in the System and are distributed within the System in accordance with the licence terms and conditions governing their use.
2.2. The User is obliged to comply with the terms and conditions of use of the Electronic Services specified in the Terms and Conditions, including the terms of the licence for the use of open source software contained in the Electronic Services, if specified in the Terms and Conditions. The User acknowledges that failure to comply with the above obligation may result in a violation of copyright and liability for damages on the part of the User.
§ 5. Payments
1. Amount of Fees
1.1. The User is obliged to pay the Fees due in accordance with the Terms and Conditions and the Price List.
1.2. The Fees specified in the Price List are given as net rates, to which VAT at the rate applicable at the time of issuing the VAT invoice shall be added.
1.3. POWERHUB reserves the right to change the rates and basis for determining Fees at its own discretion, including by withdrawing any discounts granted.
1.4. It is not possible to change from a higher Package to a lower one.
1.5. The value of the Subscription is determined based on volumes and factors specified in the Terms and Conditions or in the Price List. POWERHUB may verify the Account without notifying the User to ensure that the User complies with the agreed payment terms. If the verification reveals an underpayment on the part of the User, the User shall be obliged to settle it together with the maximum statutory interest for delay. POWERHUB may charge a fee of up to 30% of the Subscription Fee for the Billing Period in which the underpayment occurred, as administrative costs incurred by POWERHUB for conducting the verification.
1.6. If there are personal links between Accounts, according to sales sources, accounts in Solutions, API connections or similar, POWERHUB may charge all linked Accounts a Subscription Fee for the highest Package applicable to one of the linked Accounts or for the Package assigned based on the combined volumes of those Accounts, which are the basis for determining the type of Package. POWERHUB is entitled to this right regardless of whether the Accounts belong to the same User or different Users,
2. Method of payment of Fees
2.1. Payments for Fees shall be settled after the end of the full Settlement Period. If an Account is
deleted or suspended during the Settlement Period, POWERHUB may consider that the Electronic Service was provided free of charge as part of a satisfaction guarantee.
2.2. The User is obliged to pay the Fees due in the amount and currency specified in the Price List within 7 days after the end of the Settlement Period.
2.3. The User may pay the Fees by choosing from the available payment methods:
a. fast transfer as part of Online Payments,
b. automatically via Recurring Payments,
c. via PayU, Przelewy24 or another payment operator provided by POWERHUB.
2.4. Payments using methods other than those specified in this section are permitted only with the express consent of POWERHUB; otherwise, POWERHUB may refund the payment amount to the User and request payment in accordance with the Terms and Conditions.
2.5. Selecting Recurring Payments results in the automatic payment of amounts due under the Terms and Conditions for subsequent Billing Periods until the Account is suspended or deleted or the User opts out of this payment method.
2.6. By linking a payment or credit card, the User declares that they are its legal holder and are authorised to consent to its being charged with payments for Fees.
2.7. The User may opt out of Recurring Payments – via the Account – at any time, with the proviso that the cancellation of these payments will not apply to the Billing Period currently in progress.
2.8. If there are insufficient funds in the bank account to which the payment card is linked, the attempt to charge the card will be repeated automatically.
2.9. If any payments due to POWERHUB are subject to tax withholding or deduction, the User shall increase such payments by grossing up the amount so that, after tax withholding or deduction, POWERHUB receives the same amount it would have received if no withholding or deduction had been made.
3. Invoice and delay in payment
3.1. The User authorises POWERHUB to issue and deliver an electronic invoice without the User’s signature to the Account or in the form of a link to the invoice to the e-mail address assigned to the Account. Notwithstanding the preceding sentence, POWERHUB may issue a paper (traditional) invoice, in particular in the event of technical problems with issuing electronic invoices.
3.2. The User is not entitled to deduct, withhold or suspend payments due to POWERHUB under the Agreement.
3.3. In the event of a delay in any payment due to POWERHUB under the Agreement, POWERHUB shall be entitled to charge interest for the delay at the maximum statutory rate.
3.4. POWERHUB is entitled to contact the User (including at the telephone number provided during Account registration) to remind them of outstanding payments.
3.5. POWERHUB may send the User a paym
4. Costs of using the Solutions
The fees do not include or cover the costs of using the Solutions.
§ 6. Privacy and security
1. Data processing
1.1 The User entrusts POWERHUB with the processing of personal data entered by the User into the Website based on a personal data processing agreement attached to the Terms and Conditions.
1.2 The User is obliged to present to their representatives and employees, with whose help they perform the Agreement, an information clause on the processing of their personal data by POWERHUB, available at https://powerhub.pl/PL/klauzule-rodo/.
1.3 Deleting an Account involves the deletion of data entrusted by the User, in accordance with the data processing agreement attached to the Terms and Conditions. The User should regularly archive the data stored in the Account on their own, and in particular should archive it before its deletion, suspension or transfer. POWERHUB shall not be liable for the consequences of failure to do so.
1.4 The User is responsible for updating the data stored in the Account, in particular the tax identification number and permanent place of business.
2. Verification
2.1 In case of doubt as to the identity of the person communicating with POWERHUB on behalf of the User who has rights to a specific Account, POWERHUB may verify the identity by making a one-time verification transfer of 1.00 in the currency of the User’s previous settlements to the bank account indicated by POWERHUB, by submitting a document confirming identity (copy of ID card, copy of document with name and surname, e.g. electricity bill, telephone bill) or in another manner indicated by POWERHUB. In the case of verification by transfer, the User’s details must be the same as those assigned to the bank account from which the transfer is made; after verification is complete, the transfer amount will be automatically returned to the User’s account.
2.2 In case of doubts as to the authenticity of the data entered by the User into the Account, POWERHUB will request the User to verify their authenticity; otherwise, POWERHUB may use the existing data for settlement or suspend access to the Account.
3. User’s obligations
3.1. The User is obliged to use the Electronic Services in a manner consistent with the Terms and Conditions and the law, and in a manner that does not disrupt or threaten to disrupt the functioning of the Website, the System or any part thereof, in particular, the User may not attempt to breach the System’s security measures.
3.2. The User may not use solutions that automate the use of Electronic Services (scripts, bots, robots, etc.), except solutions using the official POWERHUB API https://documenter.getpostman.com/view/15377351/2sB2x2JZV8).
3.3. In the event of actions taken against the System resulting in excessive load on the System infrastructure, POWERHUB may take measures to secure the stability of the infrastructure, in particular:
a. in the event of excessive use of mass operations, these operations will be queued accordingly;
b. in the event of exceeding the number of queries to the POWERHUB API, POWERHUB may block the API, in which case the User must repeat the queries.
3.4. In the event of abuse as defined in points 3.2 or 3.3 above, POWERHUB may, in particular, block the POWERHUB API – depending on the severity of the abuse, for 1 hour or for one Business
Day, and in the event of repeated abuse, depending on the severity of the abuse, for 7 days or permanently.
4. Analytics
POWERHUB may use data related to online sales conducted by Users using the System (e.g. concerning the number of products, transactions and customers) for analytical or statistical purposes, with the exception of Users’ customers’ personal data. POWERHUB may share the results of the analyses referred to in the preceding sentence with third parties only in an aggregated form that prevents the recipients of these analyses from attributing the data to individual Users. This restriction does not apply to cases where the data is shared at the request of the User’s or is necessary to ensure settlements between POWERHUB and External Service Providers.
§ 7. Complaints
1. How to submit a complaint
1.1. The User has the right to submit a complaint regarding Electronic Services via the contact form available in the Account or via e-mail: helpdesk@powerhub.pl.
1.2. For the complaint to be considered, the complaint must include (a) information and circumstances concerning the subject of the complaint, including a description of the facts on which the complaint is based, information about the Electronic Service that is the subject of the complaint, the moment when the grounds for the complaint arose and the moment when information about the grounds for the complaint was obtained; (b) the preferred method of bringing the Electronic Services into compliance with the Terms and Conditions; and (c) the identification and contact details of the User submitting the complaint, in particular the email address assigned to the Account (unless the complaint is submitted via the form available in the Account).
1.3.
If it enables or significantly facilitates the consideration of the complaint, POWERHUB may ask the User to provide additional information or present a substantive position on the complaint within the time limit specified by POWERHUB, and if this time limit expires without effect, POWERHUB shall be entitled to refuse to consider the complaint.
2. Consideration of complaints
2.1. The deadline for submitting a complaint expires, depending on which of these events occurs first: (a) 60 days after the occurrence of the grounds for the complaint, or (b) 20 days after obtaining information about the grounds for the complaint.
2.2. POWERHUB shall consider the User’s complaint no later than within 30 days of its submission. The deadline for considering the complaint may be extended by the time needed to wait for additional information or for the User to present a substantive position on the complaint in accordance with point 1.3 above. The complaint decision will be sent to the User to the e-mail address assigned to the Account or via the Account.
2.3. If the complaint procedure provided for in this § 7 of the Terms and Conditions has been exhausted, the User shall have the right to pursue claims on general terms.
2.4. The procedure set out in this paragraph also applies to complaints concerning invoices issued by POWERHUB, whereby in the case of a complaint concerning part of an invoice, the User is obliged to pay the undisputed part of the debt resulting from the invoice. The price list is not
subject to complaint.
§ 8. Liability
1. POWERHUB’s liability
1.1. POWERHUB shall be liable for damages caused intentionally by failure to perform or improper performance of the Electronic Service, excluding lost profits as well as indirect damages (e.g. costs of legal proceedings or legal advice, costs of audit, inventory or loss of data, costs resulting from business interruptions, costs of substitute performance, compensation or contractual penalties paid by the User to third parties, etc.). POWERHUB’s liability under the warranty is excluded.
1.2. POWERHUB shall not be liable for any unlawful content posted by the User, in particular content that infringes the intellectual property rights of third parties or their personal rights, is contrary to good morals or violates the law. If POWERHUB receives official notification or reliable information about the unlawful nature of content posted by the User using the System, POWERHUB may restrict access to such content or remove it.
1.3. POWERHUB shall not be liable for any failures, errors or incidents caused by the Solution, in particular those resulting from defects, lack of access to the API or information and guidelines of the External Service Provider or the User regarding the Solution (its updates) or their absence.
1.4. POWERHUB shall not be liable for any damage suffered by the User as a result of legal or tax solutions adopted by the User, including solutions concerning invoices, receipts, VAT rates (e.g. issuing personalised receipts, sending invoices or receipts by e-mail, fiscalisation on a fiscal printer). The User is obliged to consult a competent advisor on any such solutions.
1.5. POWERHUB is not a party to agreements between the User and External Service Providers integrated with the System, nor to agreements between the User and their customers, nor is it an intermediary in relations between the User and the External Service Provider or customers. POWERHUB shall not be liable for any damages resulting from the non-performance or improper performance of the agreements in question.
1.6. POWERHUB shall not be liable to the User:
a. to the extent that the User contributed to the occurrence or increase of the damage;
b. to the extent that the damage has been remedied by a third party;
c. to the extent that the damage arose in connection with changes in legal regulations or the issuance of a decision or ruling by an authority, institution, court or tribunal;
d. to the extent that the damage arose for reasons beyond POWERHUB’s control, in particular due to force majeure;
e. to the extent that the damage arose as a result of actions taken by POWERHUB to secure the stability of the System infrastructure.
1.7. POWERHUB’s total liability to the User on any grounds is limited to the amount of the last Subscription fee paid by the User in the Billing Period preceding the notification of damage to POWERHUB.
2. Force majeure
2.1. POWERHUB shall not be liable to the User to the extent that the damage was caused by reasons
beyond POWERHUB’s control, in particular by force majeure.
2.2. Force majeure shall be deemed to be the occurrence of such extraordinary external events that are impossible or almost impossible to predict, the effects of which could not have been prevented, which prevent the proper performance of the obligations under the Agreement, the occurrence or effects of which prevent or significantly impede the performance of the Agreement in accordance with its provisions, and the cost of protecting against their effects would be disproportionate to the possible benefits to be saved, in particular such as: a) flood, drought, earthquake or other natural disasters; b) epidemic or pandemic; c) terrorist attack, hacker attack, civil war, riots, state of emergency, war (regardless of territory), threat of war or preparation for war, imposition of sanctions, embargo or severance of diplomatic relations; d) nuclear, chemical or biological contamination, sonic boom; e) introduction of legal provisions or actions taken by the government or a public authority, including a ban or failure to grant the necessary consent or permission; f) collapse of buildings, fire or explosion; (g) failure or interruption in the supply of IT systems or services from reputable POWERHUB suppliers.
2.3. In the event of force majeure circumstances affecting POWERHUB, POWERHUB shall, if possible, notify the User immediately. If, as a result of a delay caused by force majeure, the performance of the Agreement would lose its meaning for the User, the User may terminate the Agreement by notifying POWERHUB by the date of cessation of the force majeure events.
§ 9. Final provisions
1. Duration
These Terms and Conditions shall remain binding for as long as the User uses the Electronic Service, and thereafter, to the extent resulting from the nature of the rights and obligations arising from the Terms and Conditions, in particular until the end of the limitation periods for any claims related thereto.
1.2.
Each Party may terminate the Agreement at any time and without giving any reason.
2. Amendment of the Terms and Conditions
2.1. POWERHUB reserves the right to amend the Terms and Conditions at any time.
2.2. In the event of changes to the Terms and Conditions, POWERHUB shall make the consolidated text of the Terms and Conditions available by publishing it on the Website or by sending a message to the User’s e-mail address assigned to the Account, which POWERHUB and the User shall consider as introducing information about the amendment to the Terms and Conditions into the means of electronic communication in such a way that the User can familiarise themselves with its content. Amendments to the Terms and Conditions shall enter into force within 14 days of the date on which the consolidated text of the amended Terms and Conditions is made available to the User. If the User objects to the proposed changes, the User should cease using the System and delete the Account before the changes to the Terms and Conditions come into force. Continued use of the Account after the amended Terms and Conditions come into force shall be tantamount to their acceptance. The provisions of this point shall apply mutatis mutandis to changes to the Price List.
3. Assignment
Without prejudice to the other provisions of the Terms and Conditions, each Party may assign its rights and obligations under the Agreement to a third party.
4. Partial invalidity
If any provision of the Terms and Conditions is found to be invalid, ineffective or unenforceable,
in whole or in part, this shall not affect the validity, effectiveness or enforceability of the remaining provisions of the Terms and Conditions. The parties to the Terms and Conditions hereby agree to replace such provision with another provision negotiated in good faith which, as far as possible, achieves the original purpose of the parties to the Terms and Conditions. The parties to the Terms and Conditions hereby declare that if any provision of the Terms and Conditions is found to be invalid, the Terms and Conditions would have been concluded without such provisions.
5. Law and jurisdiction
5.1. In matters not covered by the Agreement, the provisions of law generally applicable in Poland shall apply.
5.2. The court having jurisdiction over disputes between POWERHUB and the User arising from or related to the Agreement shall be the court having jurisdiction over the registered office of POWERHUB.
§ 10. Special provisions for specific countries
1. Introduction
1.1. If the User has its registered office or resides in the country specified below, the provisions set out below shall apply to it.
1.2. In the event of any discrepancy between this paragraph and the other provisions of the Terms and Conditions, the provisions of this paragraph shall apply.
2. Poland
The User declares that they are not a consumer within the meaning of Article 385(5) of the Civil Code and Article 7aa of the Consumer Rights Act.