This document is a public offer within the meaning of Articles 633, 634, 641 and 642 of the Civil Code of Ukraine and an electronic contract under the Law of Ukraine "On Electronic Commerce".
1. Definitions
- Provider: the Proboot service (proboot.app).
- Customer: a legal entity or sole proprietor who has accepted this offer.
- System: the Proboot ERP cloud software for footwear production accounting.
- Plan: the set of features, limits and price published on the Pricing page.
- Implementation: services for the initial setup of the System for the Customer's production.
2. Subject of the contract
The Provider gives the Customer access to the System under the chosen Plan and, if ordered, Implementation services, and the Customer pays for them. Ownership of the System is not transferred to the Customer.
Proboot ERP is not software for tax accounting or reporting and does not replace accounting software for filing reports.
3. How the contract is concluded
The contract is concluded upon acceptance: payment of an invoice or confirming agreement with the offer when activating a paid Plan in the System, whichever happens first. By accepting the offer, the Customer accepts it in full, together with Appendix 1.
4. Cost and payment
- Plan and Implementation prices are shown on the Pricing page in US dollars. The currency and payment method are stated in the invoice.
- Access is paid in advance for a month or a year. Implementation is paid once before work begins.
- Closed beta participants get a 40% discount under the Beta terms.
- The Provider may change prices with at least 30 days' notice. The new price applies from the next paid period; a period already paid is not recalculated.
5. Term, renewal and refunds
- Access is provided for the paid period and renewed by paying for the next one.
- If payment is not made, the System works in view-and-export mode for 14 days after the period ends, then access is suspended.
- The Customer may terminate the contract at any time. Payments for the current paid period and for completed Implementation are not refunded, except in the case described in section 7.
6. Obligations of the parties
The Provider:
- keeps the System running and backs up data regularly;
- gives advance notice of planned maintenance and carries it out outside working hours where possible;
- provides support via support@proboot.app;
- does not disclose the Customer's data and processes it in line with Appendix 1.
The Customer:
- pays for access on time;
- keeps passwords secret and sets their employees' permissions in the System;
- obtains the consents and legal grounds needed to process the personal data they enter into the System;
- does not use the System for unlawful activity and does not try to hack it or access others' data.
7. System availability
The Provider aims for round-the-clock operation of the System. If, through the Provider's fault, the System was unavailable for more than 72 hours in total in a calendar month, the Customer may request a proportional extension of access or a refund for that time. Announced planned maintenance and the circumstances in section 10 do not count towards this time.
8. Customer data
- All data entered by the Customer belongs to the Customer.
- The Customer may export their data in a machine-readable format at any time.
- After the contract ends, data is kept for 30 days for export, then deleted, and removed from backups no later than 90 days.
- The Provider may use anonymised System usage statistics to improve it, without any way to identify the Customer.
9. Liability
- The Provider's total liability under the contract is limited to the amount the Customer paid in the last 12 months.
- The Provider is not liable for lost profits, indirect losses, or the consequences of data entered incorrectly by the Customer or actions of the Customer's employees.
- The Provider is not liable for the operation of third-party services the System is integrated with (for example, delivery services or online stores), but reports known outages promptly.
10. Force majeure
The parties are released from liability for failure to perform due to force majeure, including martial law, hostilities, prolonged power or communication outages and large-scale cyberattacks.
11. Changes to the offer and dispute resolution
- The Provider gives at least 14 days' notice of changes to the offer. If the Customer disagrees, they may terminate the contract and get a refund for the unused paid period.
- The laws of Ukraine apply. Disputes are resolved through negotiation and, failing agreement, in court under the applicable laws of Ukraine.
- The Provider's contact for notices and claims: support@proboot.app.
Appendix 1. Personal data processing instruction
- Roles. The Customer is the owner of the personal data it enters into the System. The Customer instructs, and the Provider undertakes, the processing of this data as a processor under the Law of Ukraine "On Personal Data Protection".
- Data subjects and data. The Customer's employees (full name, position, work done, payroll, sign-in data), customers and suppliers (contact names, phone, email, address), shipment recipients (full name, phone, branch or delivery address).
- Purpose. Solely to run the System and support the Customer. The Provider does not use this data for its own purposes.
- Protection. The Provider uses encrypted connections, separation of different Customers' data, access control, an activity log and backups. Only people who have committed to confidentiality have access to the data.
- Sub-processors. Hosting provider (storage), a service for sending system emails, Google (only for sign-in with Google). Data for delivery services and other integrations is passed on only when the Customer has connected the integration themselves, and at their command. The Provider gives advance notice of any new service.
- Data breach. The Provider notifies the Customer of any detected breach or unauthorised access within 72 hours and takes steps to limit the consequences.
- Data subject requests. If an employee or customer of the Customer contacts the Provider, the Provider forwards the request to the Customer and helps fulfil it.
- Termination. After the contract ends, data is deleted within the periods in section 8.