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Regulamin (Terms & Conditions)

Regulamin dostępu i korzystania z oprogramowania oraz usług NOVATRADE SOLUTIONS

OSTATNIA AKTUALIZACJA
13 sierpnia 2026
DANE REJESTROWE
NOVATRADE SOLUTIONS Sp. z o.o., Hoża 86 lok. 410, 00-682 Warszawa, Polska · KRS: 0001255864, NIP: 7011324158, REGON: 54531482500000
ADMINISTRATOR
NOVATRADE SOLUTIONS Sp. z o.o., Hoża 86 lok. 410, 00-682 Warszawa, Polska

Niniejszy Regulamin (Terms & Conditions) określa zasady dostępu i korzystania ze strony, oprogramowania, platformy CRM, kont, subskrypcji i powiązanych usług biznesowych NOVATRADE SOLUTIONS.

Regulamin jest publikowany w języku angielskim dla klientów biznesowych NOVATRADE. Tłumaczenia mogą być udostępniane wyłącznie dla wygody; w razie rozbieżności rozstrzygająca jest wersja angielska (sekcja 49).

1. About These Terms

These Terms & Conditions ("Terms") govern access to and use of the websites, software, CRM platform, applications, online tools, accounts, features, integrations, support services, and related digital services provided by NOVATRADE SOLUTIONS Sp. z o.o. ("NOVATRADE", "we", "us", or "our").

These Terms also set out the general rules for services provided electronically by NOVATRADE to the extent applicable under Polish law.

NOVATRADE provides business software and related digital services directly to its customers.

Unless expressly stated otherwise in a separate written agreement, NOVATRADE is the contracting service provider for NOVATRADE services purchased directly from us.

These Terms are available free of charge on our website before a customer enters into an agreement and may be saved, downloaded, or printed using standard browser functionality.

2. Company Information

The service provider is:

NOVATRADE SOLUTIONS Sp. z o.o.

Hoża 86 lok. 410, 00-682 Warszawa, Poland

KRS: 0001255864

NIP: 7011324158

REGON: 54531482500000

Email: [email protected]

Phone: +48 22 273 95 89

Additional corporate information is available on our Legal Notice page.

3. Business Customers Only

NOVATRADE services are intended for businesses, entrepreneurs, companies, organizations, and other professional users acting for purposes connected with their trade, business, profession, or organizational activities.

The services are not offered as consumer products.

By entering into a service agreement with NOVATRADE on behalf of an organization, you represent that you have the authority to bind that organization.

If mandatory law grants a particular user rights that cannot lawfully be excluded or limited, nothing in these Terms is intended to remove those rights.

4. Nature of the Services

NOVATRADE provides software-as-a-service and related digital business tools.

Depending on the selected plan, configuration, order, or commercial agreement, the services may include functionality relating to:

  • customer and contact management
  • lead and sales management
  • operational workflows
  • scheduling
  • employee and workforce administration
  • tasks and service operations
  • internal financial and operational records
  • inventory and equipment management
  • communications
  • reporting and analytics
  • document management
  • integrations
  • API access
  • automation
  • AI-assisted functionality
  • administrative tools
  • mobile or web-based access
  • implementation and configuration services
  • technical or operational support

The exact features available to a customer depend on the applicable plan, order, configuration, technical environment, and commercial agreement.

Product descriptions on the public website provide a general overview and do not override a signed Order Form, commercial proposal, subscription confirmation, or other written agreement.

5. No Regulated Financial Service

NOVATRADE provides business software and related technology services.

Unless expressly agreed otherwise in writing and lawfully authorized, NOVATRADE does not provide banking, acquiring, money transmission, electronic-money, wallet, escrow, lending, investment, brokerage, cryptocurrency exchange, gambling, or other regulated financial services.

Where NOVATRADE software integrates with a third-party payment service, financial service, accounting service, bank, or other provider, that provider remains responsible for the regulated or third-party service it provides.

NOVATRADE does not become the seller or merchant for a customer's own transactions merely because the customer records, manages, or integrates those transactions through NOVATRADE software.

6. Electronic Services and Technical Requirements

NOVATRADE services are provided electronically over the internet.

To use the services, customers and Authorized Users generally require:

  • a reliable internet connection
  • a currently supported web browser or application
  • JavaScript and other standard browser technologies where required
  • a compatible computer, mobile device, or other supported device
  • a valid email address
  • the ability to receive service-related communications
  • current security updates appropriate to the customer's device and operating system

Certain features may require additional software, APIs, integrations, permissions, mobile operating systems, or third-party accounts.

The customer is responsible for maintaining its own devices, internet connectivity, operating systems, browsers, credentials, and third-party services required to access the Service.

NOVATRADE may update reasonable technical requirements when necessary to maintain security, compatibility, functionality, or performance.

7. Orders and Contract Formation

A request for information, product demonstration, pricing proposal, or quotation does not by itself create a binding contract or payment obligation.

A customer may enter into an agreement with NOVATRADE through one or more of the following methods:

  • accepting an Order Form
  • accepting a commercial proposal
  • completing an approved online subscription process
  • executing a subscription or service agreement
  • accepting an electronic order confirmation
  • another method expressly agreed between NOVATRADE and the customer

The applicable agreement becomes binding when the relevant order or agreement is accepted by both parties in the manner specified for that transaction.

NOVATRADE may conduct reasonable business, fraud-prevention, compliance, technical, or customer-verification checks before accepting an order or activating paid services.

NOVATRADE is not required to accept every order or service request.

8. Order of Precedence

A customer relationship may be governed by several documents.

Unless a signed agreement expressly states otherwise, the following order of precedence applies in the event of a direct conflict:

  1. a specifically negotiated and signed agreement
  2. an applicable Order Form or subscription confirmation
  3. a Data Processing Agreement, for matters within its subject matter
  4. a Service Level Agreement, if applicable
  5. these Terms
  6. other policies incorporated into the agreement by reference

A document controls only with respect to the subject matter it addresses.

9. Accounts and Authorized Users

Customers may be required to create an organization account and one or more Authorized User accounts.

The customer is responsible for:

  • ensuring that account information is accurate and current
  • controlling which persons are granted access
  • assigning appropriate permissions
  • promptly removing access for persons who no longer require it
  • maintaining the confidentiality of credentials
  • using reasonable security practices
  • promptly notifying NOVATRADE of suspected unauthorized account access

Each Authorized User should use individual credentials unless the Service expressly supports another access model.

Customers must not knowingly share credentials in a manner that defeats security, accountability, or plan restrictions.

The customer is responsible for activity performed through its accounts to the extent that such activity results from the customer's or its Authorized Users' acts, omissions, credential handling, or access decisions.

10. Service Activation and Delivery

NOVATRADE services are digital services.

No physical goods or physical shipping are involved unless expressly stated in a separate agreement.

Service delivery generally consists of making the contracted software account, functionality, or digital service available to the customer.

Activation may occur after:

  • acceptance of the applicable order
  • completion of required account information
  • completion of reasonable verification steps
  • receipt of a required payment, where applicable
  • completion of agreed configuration or onboarding steps

Where implementation, migration, integrations, custom configuration, or other preparatory work is required, the applicable timeline will be specified in the relevant Order Form, proposal, implementation plan, or other agreement.

A delay caused by missing customer information, unavailable customer personnel, third-party systems, integration dependencies, or other matters outside NOVATRADE's reasonable control may affect the activation or implementation schedule.

Because the Service is digital, delivery is not subject to physical shipping destinations.

Availability in a particular country or territory may depend on technical, legal, commercial, payment, support, or integration considerations.

Zobacz też: Polityka świadczenia i realizacji usług

11. Fees

Fees for paid NOVATRADE services are established in the applicable:

  • Order Form
  • commercial proposal
  • subscription confirmation
  • online ordering process
  • invoice
  • or other written commercial agreement

Unless expressly stated otherwise, website descriptions do not constitute a binding price quotation.

The customer must pay all fees in the amount, currency, and according to the schedule agreed for the relevant service.

Different plans, modules, usage levels, implementation requirements, integrations, support arrangements, or custom configurations may have different fees.

11a. Publiczne ceny planów i okres świadczenia Usługi

Publiczna strona z cenami może przedstawiać cenę bazową wybranych planów Usługi NOVATRADE.

O ile właściwa dokumentacja handlowa nie stanowi inaczej, podane ceny planów Start, Business i Professional dotyczą właściwego podstawowego pakietu Usługi na 12-miesięczny okres świadczenia usług.

Podana kwota nie jest stawką miesięczną.

Ostateczne zamówienie Klienta może obejmować:

  • wybrany plan podstawowy
  • dostępne płatne dodatki
  • usługi wdrożeniowe lub konfiguracyjne
  • inne uzgodnione Usługi

Ostateczna kwota do zapłaty, termin płatności oraz właściwy zakres handlowy wynikają z odpowiedniej oferty, Formularza Zamówienia, faktury lub innej właściwej dokumentacji handlowej.

Samo wybranie planu na stronie internetowej nie powoduje zawarcia umowy ani powstania obowiązku zapłaty.

Płatność lub faktura dotycząca 12-miesięcznego okresu świadczenia Usługi sama w sobie nie stanowi upoważnienia do automatycznego pobierania kolejnych płatności poza uzgodnionym sposobem rozliczenia.

12. Payment Methods and Payment Processing

NOVATRADE may offer one or more payment methods depending on the customer's location, currency, contract, and service.

Payments may be processed through third-party payment service providers.

A payment service provider may process payment credentials and transaction information under its own legal and security obligations.

Customers must provide accurate and authorized payment information.

The customer represents that it is authorized to use the payment method provided for the applicable transaction.

NOVATRADE may use payment providers to:

  • authorize payments
  • authenticate payment methods
  • process charges
  • process recurring payments where authorized
  • issue refunds
  • detect fraud
  • manage payment disputes
  • perform other payment-related functions

The use of a payment provider does not change NOVATRADE's responsibility to provide the NOVATRADE service purchased from NOVATRADE.

14. Opłaty jednorazowe i cykliczne

W zależności od uzgodnień handlowych opłaty mogą mieć charakter:

  • opłat jednorazowych
  • opłat wdrożeniowych lub konfiguracyjnych
  • cyklicznych opłat subskrypcyjnych
  • opłat zależnych od wykorzystania
  • opłat za dodatkowe moduły
  • innych opłat wyraźnie wskazanych we właściwym zamówieniu

Właściwy Formularz Zamówienia, potwierdzenie subskrypcji lub inna właściwa umowa wskazuje, czy dana opłata jest jednorazowa, czy cykliczna.

Jeżeli Klient wyraźnie zgadza się na rozliczenia cykliczne, upoważnia NOVATRADE oraz jego dostawców usług płatniczych do obciążania zatwierdzonej metody płatności zgodnie z uzgodnionym cyklem rozliczeniowym do czasu wygaśnięcia tej autoryzacji lub subskrypcji zgodnie z właściwymi zasadami anulowania.

NOVATRADE nie traktuje płatności jako cyklicznej wyłącznie z tego powodu, że Klient dokonał wcześniej płatności jednorazowej.

15. Subscription Renewal

A subscription renews automatically only where automatic renewal is expressly stated in the applicable ordering process, Order Form, subscription confirmation, or agreement.

Where automatic renewal applies, the subscription will renew for the period specified in the applicable agreement unless it is cancelled in accordance with the agreed cancellation procedure.

Where automatic renewal is not specified, the subscription will not be treated as automatically renewable solely by operation of these Terms.

Any material renewal conditions applicable to a paid subscription should be made available to the customer before the customer accepts the relevant order.

16. Failed and Overdue Payments

If a payment fails or becomes overdue, NOVATRADE may:

  • notify the customer
  • request an updated payment method
  • retry an authorized payment where permitted
  • issue or reissue an invoice
  • temporarily restrict paid functionality after reasonable notice
  • suspend the affected subscription
  • take other reasonable steps to collect properly due amounts

NOVATRADE will not knowingly continue charging a payment method after a subscription has been validly cancelled with effect for the relevant future billing period.

Suspension for non-payment does not eliminate payment obligations that arose before suspension.

17. Taxes and Invoices

Fees are exclusive of taxes unless expressly stated otherwise.

The customer is responsible for taxes, duties, VAT, or similar governmental charges applicable to the transaction, except taxes imposed on NOVATRADE's own income.

Where required, NOVATRADE will issue invoices or other transaction documents electronically.

Customers are responsible for providing accurate billing and tax information.

18. Trials and Promotional Offers

NOVATRADE may occasionally offer a trial, pilot, promotional period, credit, discount, or other special commercial arrangement.

Any additional conditions displayed or agreed for that offer will apply to it.

A trial or promotional arrangement does not create an entitlement to future discounts, free service, or the same commercial terms after the offer ends.

NOVATRADE will not convert a free trial into a paid recurring subscription unless the customer has been informed of the applicable paid terms and has provided the authorization required for that arrangement.

19. Customer Responsibilities

The customer must use the Service:

  • lawfully
  • in accordance with these Terms
  • in accordance with the applicable agreement
  • within the purchased plan and authorized scope
  • using reasonable security practices

The customer is responsible for the legality, accuracy, quality, and appropriateness of information it enters into the Service.

The customer is responsible for obtaining any notices, permissions, consents, or other lawful basis required for personal information or other data it chooses to process through the Service.

The customer must ensure that its Authorized Users comply with these Terms.

20. Prohibited Use

Customers and Authorized Users must not use the Service to:

  • violate applicable law
  • commit, facilitate, or conceal fraud
  • infringe intellectual-property rights
  • process information that the customer has no right to process
  • distribute malware or malicious code
  • gain unauthorized access to systems, accounts, or data
  • circumvent authentication, security, usage, or access controls
  • interfere with the operation or security of the Service
  • conduct vulnerability testing without authorization
  • scrape or extract data through unauthorized automated means
  • impersonate another person or organization
  • send unlawful spam or unauthorized communications
  • transmit unlawful content
  • facilitate illegal goods or services
  • use the Service in a manner reasonably likely to cause material harm to NOVATRADE, other customers, third parties, or infrastructure

The customer must not knowingly provide content of an unlawful nature through the Service.

NOVATRADE may restrict or suspend access where reasonably necessary to investigate or stop prohibited, unlawful, fraudulent, or materially harmful activity.

Zobacz też: Polityka dopuszczalnego korzystania

21. Customer Data

As between NOVATRADE and the customer, the customer retains its rights in data, records, documents, content, and other information submitted to the Service by or on behalf of the customer ("Customer Data").

The customer grants NOVATRADE the rights reasonably necessary to host, process, transmit, back up, display, and otherwise handle Customer Data for the purpose of:

  • providing the Service
  • maintaining the Service
  • securing the Service
  • supporting the customer
  • complying with lawful obligations
  • performing other processing authorized by the applicable agreement

NOVATRADE does not acquire ownership of Customer Data merely because the data is processed through the Service.

Personal-data processing is further addressed in the Privacy Policy and, where applicable, a Data Processing Agreement.

22. Confidentiality

Each party may receive non-public information belonging to the other party.

Each party will use reasonable measures to protect confidential information and will use it only for purposes connected with the applicable business relationship, except where disclosure is:

  • authorized by the other party
  • required to provide the Service
  • made to professional advisers or service providers subject to appropriate obligations
  • required by applicable law or a competent authority

Information is not confidential to the extent that it was lawfully known without restriction, becomes public without breach, is independently developed, or is lawfully obtained from another source without confidentiality obligations.

Additional confidentiality obligations may be contained in a separate agreement.

23. Data Protection

Each party is responsible for complying with the data-protection obligations applicable to its own processing activities.

Depending on the processing activity, NOVATRADE may act as:

  • an independent controller
  • a processor or service provider on behalf of a customer
  • another role recognized under applicable data-protection law

Where required, the parties may enter into a separate Data Processing Agreement.

The Privacy Policy explains how NOVATRADE processes personal information for its own website, commercial, administrative, security, and related business purposes.

24. AI-Assisted Features

The Service may include AI-assisted features.

AI functionality may be used to assist with tasks such as:

  • finding information
  • summarizing information
  • drafting content
  • identifying operational patterns
  • generating recommendations
  • supporting workflow decisions

AI-generated output may be incomplete, inaccurate, or inappropriate for a particular situation.

The customer and its Authorized Users remain responsible for reviewing AI-generated output before relying on it for operational, financial, employment, legal, safety-related, contractual, or customer-facing decisions.

AI-assisted functionality does not replace professional legal, accounting, tax, employment, safety, medical, financial, or other regulated professional advice.

The availability and data-handling characteristics of AI features may depend on the configured services, providers, customer agreement, and applicable data-processing terms.

25. Third-Party Services and Integrations

The Service may integrate with third-party applications, APIs, communications providers, payment services, accounting systems, cloud services, or other products.

Third-party services are provided by their respective operators and may be subject to separate terms, privacy policies, pricing, availability, and technical requirements.

NOVATRADE is not responsible for a third party's independent acts, omissions, service availability, or changes outside NOVATRADE's reasonable control.

The customer is responsible for obtaining and maintaining any third-party account or authorization required for an integration it chooses to use.

An interruption or change to a third-party service may affect the related NOVATRADE integration.

26. Support

Support channels, hours, response targets, service levels, and included support scope may vary according to the customer's plan or agreement.

Unless a separate Service Level Agreement expressly provides otherwise, support descriptions are service objectives and not guaranteed resolution times.

Customers should provide sufficient information to allow NOVATRADE to investigate a reported technical issue.

27. Maintenance and Service Availability

NOVATRADE uses reasonable efforts to maintain the availability and operation of the Service.

The Service may occasionally be unavailable or degraded because of:

  • maintenance
  • updates
  • emergency work
  • security events
  • infrastructure failure
  • internet or telecommunications issues
  • third-party service failure
  • force majeure
  • other circumstances outside reasonable control

Where reasonably practicable, NOVATRADE may provide notice of planned maintenance that is expected to cause material interruption.

No specific uptime guarantee applies unless it is expressly stated in a separate Service Level Agreement.

28. Changes to the Service

NOVATRADE may update the Service to:

  • improve functionality
  • improve usability
  • improve security
  • address technical requirements
  • comply with law
  • respond to third-party changes
  • add or remove features
  • maintain compatibility

NOVATRADE will not intentionally remove a material contracted function during a committed subscription term in a manner that fundamentally defeats the primary purpose of the purchased Service without providing a reasonable alternative, transition, contractual remedy, or other solution appropriate to the circumstances.

Features expressly identified as beta, preview, experimental, or evaluation features may be changed or withdrawn with greater flexibility.

29. Intellectual Property

NOVATRADE and its licensors retain all rights, title, and interest in and to:

  • the NOVATRADE software
  • website
  • interfaces
  • source code
  • object code
  • software architecture
  • databases
  • designs
  • trademarks
  • documentation
  • templates
  • platform content
  • technology
  • improvements
  • related intellectual property

Subject to payment of applicable fees and compliance with the applicable agreement, NOVATRADE grants the customer a limited, non-exclusive, non-transferable right to access and use the Service for the customer's internal business purposes during the applicable subscription or service term.

No ownership rights in the NOVATRADE platform are transferred to the customer.

The customer may not copy, sell, sublicense, reverse engineer, decompile, distribute, or create derivative products from the Service except where such restriction is prohibited by mandatory law or NOVATRADE has expressly authorized the activity in writing.

30. Feedback

If a customer voluntarily provides suggestions, ideas, or feedback relating to the Service, NOVATRADE may use that feedback to improve its products and services without creating an obligation to compensate the customer.

This does not transfer ownership of the customer's confidential information or Customer Data.

31. Suspension

NOVATRADE may temporarily suspend or restrict access where reasonably necessary because of:

  • overdue payment
  • a material breach of the applicable agreement
  • a security risk
  • suspected unauthorized access
  • suspected fraud
  • unlawful activity
  • prohibited use
  • a threat to the Service or other customers
  • a legal or regulatory requirement
  • urgent technical reasons

Where appropriate and reasonably practicable, NOVATRADE will notify the customer and provide an opportunity to remedy the relevant issue.

Immediate action may be taken where delay could reasonably increase fraud, security, legal, infrastructure, or third-party risk.

NOVATRADE will seek to limit a suspension to the scope and duration reasonably necessary in the circumstances.

32. Term and Termination

The term of a paid service is specified in the applicable Order Form, subscription confirmation, or agreement.

Either party may terminate an agreement where the applicable agreement expressly permits termination.

A party may terminate for material breach if the other party fails to remedy a remediable material breach within a reasonable cure period after receiving notice.

NOVATRADE may terminate or suspend immediately where continued provision would:

  • be unlawful
  • create a material security threat
  • facilitate fraud or serious abuse
  • expose NOVATRADE or third parties to material legal or regulatory risk

Termination does not remove rights or payment obligations that accrued before the effective termination date.

Provisions that by their nature should survive termination remain effective, including provisions relating to accrued payment obligations, confidentiality, intellectual property, liability, dispute resolution, and other continuing rights.

33. Cancellation

Customers may request cancellation using the method identified in the applicable account, Order Form, subscription confirmation, Billing, Cancellation & Refund Policy, or by contacting NOVATRADE.

Unless another arrangement is expressly agreed, cancellation of a recurring subscription prevents renewal after the end of the current paid billing period.

Cancellation does not normally terminate access retroactively for a paid period that has already begun unless:

  • the applicable agreement provides otherwise
  • a refund or early termination is approved
  • NOVATRADE terminates access for cause
  • applicable law requires a different result

NOVATRADE will not intentionally charge a new subscription period after a cancellation has become effective for that period.

Detailed cancellation rules may be stated in the Billing, Cancellation & Refund Policy and the applicable customer agreement.

34. Refunds

Refund eligibility depends on the reason for the refund, the applicable agreement, the relevant payment, and the Billing, Cancellation & Refund Policy.

NOVATRADE will review reasonable refund requests relating to matters such as:

  • duplicate charges
  • incorrect amounts
  • payments processed after a cancellation had already become effective
  • payments collected in error
  • failure to provide a contracted paid service where an appropriate alternative or cure cannot reasonably be provided
  • other circumstances where a refund is required by the applicable agreement or law

Fees for a correctly supplied subscription period that has already begun are generally not refundable solely because the customer chooses not to use the Service, unless the applicable agreement, Refund Policy, or mandatory law provides otherwise.

Where a refund is approved, it will generally be returned through the original payment method where reasonably possible.

Processing time after NOVATRADE initiates a refund may depend on the payment provider, bank, card network, and payment method.

The separate Billing, Cancellation & Refund Policy may provide additional details and will apply together with these Terms.

35. Payment Questions and Charge Disputes

Customers who believe a payment is incorrect should contact NOVATRADE as soon as reasonably possible at: [email protected]

The customer should provide sufficient information to identify the account and transaction, such as:

  • company name
  • invoice or order reference
  • transaction date
  • amount
  • description of the issue

NOVATRADE will investigate reported billing errors in good faith.

Where an incorrect or duplicate payment is confirmed, NOVATRADE will take reasonable steps to correct the issue.

Customers are encouraged to contact NOVATRADE before initiating a payment dispute so that billing issues can be investigated directly.

Nothing in these Terms prevents a customer from using payment-dispute rights that cannot lawfully be waived or that are provided by the applicable payment method or payment-service rules.

Zobacz też: Polityka reklamacji i rozstrzygania sporów

36. Complaints

Customers may submit complaints concerning the electronic Service, billing, access, functionality, or other aspects of the NOVATRADE service by email to: [email protected]

A complaint should, where reasonably possible, include:

  • the customer's company name
  • contact details
  • the relevant account or service
  • a description of the issue
  • relevant dates
  • any supporting references
  • the resolution requested

NOVATRADE may request additional information where reasonably necessary to investigate the complaint.

NOVATRADE will review complaints without undue delay and aims to provide a substantive response within 30 calendar days after receiving sufficient information to investigate the matter.

Where a matter is unusually complex or dependent on a third party, NOVATRADE may require additional time and will communicate with the customer where reasonably practicable.

The complaint procedure does not limit rights or remedies that cannot lawfully be excluded.

Zobacz też: Polityka reklamacji i rozstrzygania sporów

37. Customer Data at the End of Service

Before termination or expiry, customers should export Customer Data they require to retain using available export functionality or another agreed process.

Following termination, access to the Service and Customer Data may be restricted or removed.

Retention, return, export, and deletion of personal data or Customer Data after termination may be further governed by:

  • the applicable plan
  • the Order Form
  • a Data Processing Agreement
  • an agreed data-retention arrangement
  • applicable law

NOVATRADE is not required to retain Customer Data indefinitely after the customer relationship ends.

38. Warranties

NOVATRADE will provide paid services with reasonable professional care consistent with the nature of the Service and the applicable agreement.

Except for warranties expressly provided in an applicable agreement or required by mandatory law, the Service is provided on an "as available" basis.

NOVATRADE does not warrant that:

  • every feature will meet every customer-specific requirement
  • the Service will operate without interruption at all times
  • every software defect can be eliminated
  • every third-party integration will remain available
  • AI-generated output will always be accurate
  • use of the Service alone will ensure legal or regulatory compliance
  • the Service will replace professional legal, accounting, tax, payroll, employment, or other specialist advice

39. Limitation of Liability

To the fullest extent permitted by applicable law, neither party will be liable to the other for indirect, incidental, special, punitive, or consequential losses that were not reasonably foreseeable as a direct result of the breach giving rise to the claim.

This may include loss of anticipated profit, business opportunity, goodwill, or indirect business interruption, except where such exclusion is prohibited by law or expressly overridden by a separate agreement.

Unless a separate agreement provides a different liability framework, NOVATRADE's aggregate contractual liability arising from the paid Service during a twelve-month period will not exceed the fees paid or payable by the affected customer to NOVATRADE for the affected Service during the twelve months preceding the event giving rise to the claim.

The limitations in this section do not exclude or limit liability to the extent that such liability cannot lawfully be excluded or limited.

Nothing in these Terms excludes liability for intentional misconduct where exclusion is prohibited by applicable law.

40. Customer Responsibility for Business Decisions

The Service provides tools, information, automation, reports, and operational assistance.

The customer remains responsible for:

  • business decisions
  • staffing decisions
  • payroll decisions
  • tax filings
  • accounting judgments
  • legal compliance
  • customer commitments
  • health and safety decisions
  • financial decisions
  • actions taken using Service outputs

Information generated by the Service should be reviewed where appropriate before being used for material business decisions.

41. Indemnification for Unlawful Use

To the extent permitted by applicable law, the customer will be responsible for third-party claims, losses, or reasonable costs arising directly from:

  • unlawful Customer Data supplied by the customer
  • the customer's intentional misuse of the Service
  • infringement caused by content supplied by the customer
  • the customer's use of the Service in material violation of these Terms or applicable law

This obligation does not apply to the extent a claim was caused by NOVATRADE's own breach, unlawful conduct, or infringement.

42. Force Majeure

Neither party is responsible for delay or failure caused by circumstances beyond its reasonable control, including:

  • natural disasters
  • war
  • terrorism
  • civil disturbance
  • government action
  • widespread telecommunications failure
  • widespread internet failure
  • power-grid failure
  • major cloud-infrastructure failure
  • labor disruption not limited to the affected party's own workforce
  • epidemic or public emergency
  • other comparable events beyond reasonable control

The affected party should take reasonable steps to reduce the impact of the event.

Payment obligations for services already properly provided are not excused solely because of a force-majeure event.

43. Governing Law

These Terms and contractual relationships governed by them are subject to the laws of Poland, without regard to conflict-of-law principles that would require application of another jurisdiction's law.

Mandatory legal rules that cannot lawfully be excluded remain applicable.

The United Nations Convention on Contracts for the International Sale of Goods does not apply to these Terms.

44. Dispute Resolution and Jurisdiction

The parties should first attempt in good faith to resolve a dispute through direct business communication.

A customer may contact NOVATRADE at: [email protected]

If a dispute cannot be resolved amicably and no separate written agreement provides a different dispute procedure, disputes arising from a B2B relationship under these Terms will be submitted to the courts having jurisdiction over the registered office of NOVATRADE SOLUTIONS Sp. z o.o., to the extent permitted by applicable law.

Nothing in this section prevents either party from seeking urgent interim or protective relief from a competent court where appropriate.

45. Changes to These Terms

NOVATRADE may update these Terms to reflect:

  • changes to the Service
  • legal or regulatory requirements
  • security requirements
  • payment or infrastructure changes
  • new functionality
  • reasonable business or operational changes

The current version will be published on this page with an updated revision date.

For an active paid subscription, a material change that materially reduces the customer's contractual rights will not normally take effect retroactively during a committed prepaid term unless:

  • required by law
  • required for security
  • agreed by the customer
  • otherwise permitted by the applicable agreement

Where reasonably appropriate, NOVATRADE may provide notice of material changes affecting active customers.

A separately signed agreement may establish different change procedures.

46. Assignment

The customer may not assign a paid service agreement without NOVATRADE's prior written consent, except where the applicable agreement expressly permits assignment.

NOVATRADE may assign an agreement as part of a merger, corporate reorganization, sale of business, transfer of substantially all relevant assets, or similar transaction, subject to applicable law and contractual restrictions.

47. No Waiver

Failure by either party to enforce a provision on one occasion does not waive the right to enforce that provision later.

A waiver is effective only to the extent clearly given.

48. Severability

If a provision of these Terms is held invalid or unenforceable, the remaining provisions remain in effect to the extent permitted by law.

The invalid provision should, where legally possible, be interpreted or replaced in a manner that most closely reflects its lawful commercial purpose.

49. Entire Agreement

These Terms, together with the applicable Order Form, subscription confirmation, Data Processing Agreement, Service Level Agreement, Billing, Cancellation & Refund Policy, and any other documents expressly incorporated into the applicable agreement, constitute the contractual framework for the relevant Service.

Statements in marketing materials, demonstrations, or informal communications do not modify an executed agreement unless expressly incorporated into it.

50. Language

These Terms are published in English for NOVATRADE's international business customers.

NOVATRADE may provide translations for convenience.

Where legally permitted and unless a separate agreement states otherwise, the English version will govern in the event of an inconsistency between translations.

51. Contact

Questions about these Terms, subscriptions, billing, contractual matters, or the Service may be directed to:

NOVATRADE SOLUTIONS Sp. z o.o.

Hoża 86 lok. 410, 00-682 Warszawa, Poland

Email: [email protected]

Phone: +48 22 273 95 89

Company registration information is available on the Legal Notice page.