General terms and conditions

1. Validity of General Terms and Conditions
1.1. The @SmartBit General Terms and Conditions are the business terms of the company SmartBit, Poslovno svetovanje d.o.o., Lovrenc na Dravskem polju 21B, 2324 Lovrenc na Dravskem polju (hereinafter: “Provider”), which provides accessibility and use of the @SmartBit software solution.
1.2. The @SmartBit General Terms and Conditions apply as rules for the use of the @SmartBit software solution and are valid in addition to the provisions of the license agreement concluded between the clients and the provider for the use of the @SmartBit software solution.
1.3. The @SmartBit General Terms and Conditions may be changed, with amendments taking effect on the day of their publication on the website www.smartbit.si/subscription and from that moment on bind all clients to the same extent as executed license purchases.

2. Definitions
2.1. The @SmartBit software solution is a computer program that enables easier and transparent business operations and the management of sales, production, and warehouse control, and it includes the modules listed below and support services necessary for the smooth operation of the software solution:

2.2. Support services provided by the provider to the client include:

(i) basic maintenance, i.e., support for software installation and help with troubleshooting, other requests (changes & additions) reported by users via email to helpdesk@app-smartbit.com.
Every email sent to helpdesk@app-smartbit.com constitutes an order for service execution by the Client.
The service is marked as:
– a chargeable service (bill, change management)
– a service within the scope of maintenance (maintenance)
– a service that is not charged (license agreement, bug).

(ii) software updates, i.e., new versions of the @SmartBit software solution, which include:

a. coordination with Pantheon software,
b. coordination with necessary legal changes affecting the solutions,
c. bug fixes,
d. novelties in software development.

Software updates are charged at 24% of the full sales value of the licenses, without discounts.

If the client does not have the upgrade service included in the Maintenance Agreement, the execution of the upgrade is charged according to the valid price list and based on the actual number of hours worked.

(iii) maintenance agreement, in which we define the execution of services and the response time for service execution, which is concluded separately by the Client and the Provider.

2.3. A Client is a natural or legal person who, based on the purchase of licenses, acquires the right to use the @SmartBit software for the needs of their business and pays for Support services.
2.4. A User is a natural or legal person who, on behalf of the client and under their supervision, uses the @SmartBit software solutions. The client is obliged to familiarize the User with the general terms and conditions of software use.
2.5. A License is defined as the Use of the @SmartBit solution on user equipment inside or outside the Client’s environment.
2.6. The number of licenses used is determined by the user’s equipment and the use of the license on that equipment within one month, if the solution is used more than once.
2.7. The Provider performs quarterly checks on license usage, and the Client is obliged to provide appropriate access for conducting the control.
2.8. In case the Client uses a larger number of Licenses than purchased, the Provider shall charge the difference in license usage in accordance with the license value.
2.9. The Client must provide appropriate technical and organizational measures to ensure an appropriate level of personal data protection, which is compliant with the requirements of GDPR and other personal data protection regulations.
2.10. The Client must independently take care of the appropriate security of personal data and other materials related to @SmartBit by ensuring regular and systematic archiving and backing up and by adopting appropriate measures to prevent unauthorized access to personal data and other materials related to @SmartBit.
2.11. In case the client detects that any breach of personal data protection or unauthorized use of @SmartBit solutions or materials related to @SmartBit solutions has occurred during the use of the @SmartBit software solution, they must notify the provider
and provide instructions for further action to limit or mitigate the harmful consequences of the breach.
2.12. The Provider, as the provider of the @SmartBit software solution and support services ensuring the smooth operation of the @SmartBit software solution, has no control or any other influence on the actions of the client or users of the @SmartBit software
solution and is therefore in no way responsible for the data or personal data entered, uploaded, stored, transmitted, or processed by the client or users in or with the help of the @SmartBit software solution or during the use of the @SmartBit software solution, nor is it responsible for any other actions related to the collection, storage, and processing of personal data performed by the client or users.
2.13. The Provider must not monitor, delete, block, access, or enable access to, disclose, store, process, or otherwise use the materials or personal data of the client and users, except to the extent strictly necessary for the purpose of ensuring the operation of
the @SmartBit software solution, for performing support services, and for fixing technical errors, provided that the Client performs their obligations in accordance with the General Terms of Use of the solutions and other agreements.
2.14. The Provider may store and process personal data and other materials of the client only with the client’s permission and in accordance with their instructions, and only for the duration of the use of the @SmartBit software solution. After the expiration of the license agreement, the provider permanently destroys all data, unless the client provides different instructions in a timely manner.
2.15. In case the provider collaborates with subcontractors for their services, they will ensure that their subcontractors also act in accordance with the @SmartBit general terms and conditions and that they implement the measures necessary to ensure the security of data as guaranteed by the provider under this contract.

3. Obligations and Assurances of the Client
3.1. The Client may use the @SmartBit software solution exclusively on their own information system or in a cloud used as their own information environment.
3.2. The Client must independently ensure appropriate technical, hardware, and software equipment (including protection against viruses and other malicious or harmful software) and communication (appropriate and uninterrupted internet access) that enables the smooth operation of the @SmartBit software solution.
3.3. The Client controls the quality of service execution in terms of their internal business quality policy; therefore, the provider will provide the data necessary for quality verification at the client’s request.
3.4. The Client must ensure appropriate education or training for users and appropriate supervision of their work, and is fully responsible to the provider for the actions of users to whom they enable the use of the @SmartBit software solution.
3.5. The Client must use the @SmartBit software solution responsibly, in accordance with the @SmartBit general terms and conditions, written documentation, and the provider’s instructions, and in accordance with laws and other regulations, decisions, orders, or measures of state authorities.
3.6. The Client must not interfere with structures, procedures, or data related to the use of the @SmartBit solution and the user tables within the Pantheon database. Tampering with data (deleting, modifying) constitutes a serious violation of the use of the @SmartBit solution.
3.7. The Client is obliged to ensure that the use of the @SmartBit software solution is provided only to their users who are appropriately trained and to take appropriate action to prevent access and use of the @SmartBit software solution by unauthorized persons by properly ensuring the storage and changing of usernames, passwords, identifiers, and security codes intended for the use of the @SmartBit software solution. The Client is fully responsible for the adequacy of security measures and for any damage that occurs due to the omission or inadequacy of the system for granting access or usage permissions for the @SmartBit software solution. In case the client detects unauthorized access or use of the @SmartBit software solution, they must immediately notify the provider and do everything necessary to prevent or limit such unauthorized access or use.
3.8. The Datalab Pantheon database is used for the operation of the @SmartBit software solution, which is the database of the company Datalab Tehnologije d.d.; therefore, the client must directly obtain a sufficient quantity of the necessary connector licenses for the Datalab Pantheon product from the company Datalab Tehnologije d.d. The Client is solely responsible for their obligations to the company Datalab Tehnologije d.d.
3.9. The Client must not, in any case, modify, adapt, supplement, or otherwise interfere with the @SmartBit software solution or any part thereof, or prevent or change its operation, disassemble, analyze, decompile, process it through reverse engineering, or manipulate it in any other way.
3.10. The Client must not reproduce, distribute, lend, or lease, sell, or enable access to or use of the @SmartBit software solution to another party, or make it available to another party in any other way, except to those users who, in accordance with the contract, use the @SmartBit software solution on their behalf, have been made familiar with the @SmartBit general terms and conditions, and for whose actions the client is responsible to the provider.
3.11. The Client must not use the @SmartBit software solution for storing or transmitting illegally obtained material or material that in any way violates regulations or infringes the rights of third parties (especially, e.g., illegal, pornographic, violent, inflammatory, insulting, defamatory, or otherwise controversial content or links to such material) or store or, by using the @SmartBit software solution, forward or transmit harmful or malicious software (especially, e.g., content containing viruses, hateful or malicious programs, or other equipment that may harm the operation of the @SmartBit software solution or jeopardize the security of using the @SmartBit software solution).

3.12. In case the provider detects that the client is performing any prohibited or harmful activity that interferes with the integrity of the @SmartBit software solution or jeopardizes the security or disables or harms the operation of the @SmartBit software solution, they may temporarily disable the client’s use and/or immediately withdraw from the contract without a notice period, while the provider may warn the client beforehand and enable them to stop such harmful behavior themselves and rectify any damage caused.
3.13. If the provider is requested to remove any material or if they otherwise learn that the client’s use of the @SmartBit software solution violates regulations or infringes the rights and interests of third parties, the provider may temporarily limit or disable the client’s use of the @SmartBit software solution and call upon them to stop the violations immediately. If the client does not stop their behavior, the provider may terminate the contract immediately,
without a notice period.

4. Billing for Support Services
The Provider charges the Client for Support services in the following way:
4.1. Services performed in accordance with the @SmartBit general terms and conditions are charged:

• In accordance with the Maintenance Agreement, which is concluded separately by the Client and the Provider.
• If the client does not have a concluded maintenance agreement, the service is charged based on the time of service performed and in accordance with the currently valid price list (Annex A. Price list of services performed valid from 01.02.2025 onwards). Services are billed on the last day of the month with a payment term of 15 days.

4.2. Updates are charged in accordance with the currently valid price list (Annex B: License updates valid from 01.02.2025 onwards):

• License updates are charged at 24% of the license value and are billed once a year with a payment term of 15 days.
• Monthly, on the last day of the month, with a payment term of 15 days. The billing method is determined by the Client upon purchasing the licenses. Updates are charged from the last day of the month of purchase and are charged for every started calendar month of updates.

5. Intellectual Property Rights
5.1. The Provider guarantees that they are the exclusive holder of copyrights on the @SmartBit software solution and the holder of the @SmartBit trademark and other industrial property rights (such as patents, designs, etc.).
5.2. In accordance with the general terms and conditions, by using the @SmartBit software solution, the client does not acquire any of the intellectual property rights held by the provider or for which the provider has permission from the rights holders, but only acquires the possibility of using the @SmartBit software solution in the manner determined by the @SmartBit general terms and conditions.
5.3. The Client must not transfer their rights to use the @SmartBit software solution to another party, except to users whom they have previously familiarized with the terms of use of the @SmartBit software solution and whose behavior the client supervises themselves.

6. Limitation of Provider Liability
6.1. The Provider may direct the client or users to or enable them access to websites of third parties only for the purpose of providing support or accessibility of information. The Provider is in no case responsible for the content or operation of such third-party websites.
6.2. The Provider offers and provides the @SmartBit software solution to the client in the form in which it functions when the client tests it, and provides no warranties to the client.

6.3. The Client decides to use the @SmartBit software solution based on their own judgment and testing, and bears the risks regarding the satisfactory quality of the @SmartBit software solution’s performance themselves.
6.4. The Provider is not responsible to the client for the non-operation or limited operation of the @SmartBit software solution resulting from the client’s failure to obtain the necessary permission to use the Datalab Pantheon software package database, which is necessary for the operation of the @SmartBit software solution.
6.5. The Provider guarantees the client access and 99.5% availability of the @SmartBit software solution, but is not responsible for interruptions, disturbances, obstacles, or other limitations in operation resulting from: non-functioning of the client’s equipment or the incompetence of the client’s users, actions of third parties (such as internet service providers, electricity suppliers, etc.), force majeure, or external factors or events that the provider cannot reasonably foresee or control (such as prolonged power outages, fires, floods, earthquakes, lightning strikes, and other unexpected weather events or natural disasters, explosions, blockades, strikes, epidemics, coups, wars, orders, decrees, or instructions of state authorities, or other binding actions of authorities, etc.).
6.6. The Provider’s liability for material and legal defects is limited in such a way that the maximum amount of damages that the provider would be liable to pay in no case exceeds the sum of all monthly license fees that the client actually paid to the provider in the first year from the conclusion of the contract.

7. Termination of Use of the @SmartBit Software Solution

7.1. If the duration of the license agreement is not specified, the client may terminate the contract with a 30-day notice period by sending a cancellation in writing via email to the address: helpdesk@app-smartbit.com. The notice period begins to run on the day following the day the provider receives the cancellation. In case of cancellation, the client is obliged to pay all due license fees for the use of the @SmartBit software solution.

7.2. The Provider may terminate the provision of Support services for the @SmartBit solution to the Client at any time for the following reasons:
(i) if the Client seriously violates the provisions of the @SmartBit general terms and conditions and does not stop the violations within 15 days from the time the provider warns them of the violation,
(ii) if the client, without the provider’s consent, permits or enables the use of the @SmartBit software solution to third parties,
(iii) if the client does not pay due license fee obligations or if they are late with payment for more than 90 days.
In the listed cases, the provider sends the contract termination to the system administrator appointed by the client.
7.3. In case of contract termination, the Provider is not obliged to perform Support services.
7.4. In case of contract termination, the Client is obliged to ensure control of the number of actually used licenses within 5 years.

Annex A – Contractual Maintenance of @SmartBit Solutions

	Contractual value
Monthly maintenance agreement (includes 2 hours) 24 hours per year Contract type A	190.00 €
Monthly maintenance agreement (includes 3 hours) 36 hours per year Contract type B	280.00 €
Monthly maintenance agreement (includes 4 hours) 48 hours per year Contract type C	350.00 €
Monthly maintenance agreement – INDIVIDUAL CONTRACT Contract type D	by agreement
Monthly agreement – WhatsApp communication	150 € / monthly for 1 user on the client’s side

The contract includes:

1. Direct support via HelpDesk.
2. Support via the AnyDesk & WisemoHost system with direct access to the user’s system.
3. The response time for all @SmartBit solutions is: -FAST SUPPORT – phone call; access to the solution immediately or at the latest within four (4) working hours and sending an email to the address: helpdesk@app-smartbit.com – ONGOING SUPPORT – via email to the address: helpdesk@app-smartbit.com with a response time of 12 working hours – OTHER support – via email to the address: helpdesk@app-smartbit.com with a response time of 36 working hours.
4. The PROVIDER provides remote support, and the CLIENT must ensure technical tool usage on their side and prepare instructions for the user’s work on the CLIENT’S side.

The contract covers the scope of hours performed within one year of support service or engineering work, whereby ½ of these hours can be used within the first 6 months, or the entire planned amount by the end of the year.

Example: With contract B, a maximum of 12 hours is included in the first six months of the year, and anything beyond that is billed. In case you used 8 hours in the first half of the year, the difference of 4 hours can be used in the second half of the year.

The contract is for the period of the calendar year and is automatically renewed unless the client terminates the contract within 10 days before the end of the contract, which is 31.12. of the current year, for the following year.

The difference up to the hours actually performed is billed.

If the client decides, we can include the cost of upgrades in the Maintenance Agreement. The scope of upgrade hours is estimated according to the client’s user specifics.

Annex B – Price list of services, valid from 01.02.2025

The price list applies to services performed within regular working hours, from Monday to Friday between 8:00 and 16:00. If, at the client’s request, services are performed outside the stated working hours, over the weekend, or on a holiday, prices increase by 35%.

			Price according to contract type
	Price without contract	A	B	C
Support (basic maintenance, user support, Help Desk)	85.00	76.50 €	75.00 €	70.00 €
Engineering works (settings, designing printouts and reports of users)	95.00	85.00 €	84.00 €	80.00 €
Consultant (business process analysis, planning and administration of databases, database programming, programming)	110.00 €	99.00 €	96.00 €	93.50 €
Specialist consultant (project management, support and planning of business processes, other demanding business or technical consulting technical consulting)	120.00 €	108.00 €	105.00 €	102.00 €
Km costs	In accordance with the legally determined price