Terms of usage the CatManSpace.com Solution (the “System”) available in the Software as a Service (“SaaS”) model (the “Regulations”)

General provisions
These Regulations, pursuant to the requirements of the Act on Providing Services by Electronic Means, include:

Vendor’s details
2. Specification of the Service made available,

3. Indications of how to gain access to the Service (conclusion of agreements, information about prices)

4. Principles of the System use,

5. Information about System structure and functionalities

6. Specification of technical requirements on the part of the Customer,

7. Vendor’s obligations,

8. Means of securing access and the Customer’s data

9. Temporary restriction of access and termination of the agreement for the provision of the service

10. Complaint procedure,

11. Vendor’s liability

12. Customer’s data and protection of personal data

13. Final provisions

2. Vendor

C&S Software Sp. z o.o. with its registered office in Białystok at ul. Myśliwska 14, 15-569 Białystok, registered in the District Court in Białystok, 12th Commercial Division of the National Court Register, under KRS number 0000620130, NIP (tax identification number): 5423257252, REGON (statistical identification number): 364536365, with a share capital of PLN 1,000,000.00.

3. Service availability

“CatManSpace.com Solution”, “System” –  it is a solution in the scope of “category management” enabling to store and use the data concerning a product range, stores, floorplans and planograms, taking into account their hierarchical links and graphical presentations together with suitable graphical editors of the plans. The System is made available in the SaaS (“software as a service”) model via the Internet.

4. How to gain access to the System?

The System is made available following the conclusion of the Framework Agreement and a Statement of Work for SaaS Services.
For further information about the terms and conditions of the agreement, please contact:

C&S Software, Sp. z o.o. ul. Myśliwska 14, 15-569 Białystok;

phone: +48 85 877 71 55;

e-mail: contact@cssoftware.pl;

2. In order to obtain the information concerning the price list and determination of the necessary technical parameters of the System, please contact us at the above-mentioned address.

5. Principles of the System use

The System may be used only in accordance with the provisions of the Regulations. Prior to commencing the use of the Vendor’s System and services, the Customer shall confirm that it has read the Regulations, accepts all of their provisions and undertakes to observe them.

The Customer undertakes to use the data stored in the System in compliance with the applicable provisions of Polish and EU (EEA) law. In particular, it shall make sure that it does not store illegal data in the system.

The System shall be used for consideration in line with the chapter of the Regulations concerning fees, and it requires the conclusion of a relevant agreement with the Vendor.

6. System structure

The System is composed of the following interoperable components:

Name	Description	Access mode
sMobile CM mobile Client
sMobile CM	Software for tablets, laptops, and smartphones operating under the control of the following operating systems: Windows 10 or Android version 5.0 or newer, or Apple iOS version 9.0 or newer	Made available free of charge together with the necessary updates via online stores Windows Store or Google Play or Apple App Store
Note: the mobile Client operates autonomously only in demo mode. For production use, access (via the Internet) to the account in the server part is required.
sCentral server environment
sCentral Web Portal	Web management component	Access from the Web browser to the sCentral Web in the SaaS model (paid management access accounts required)
sCentral DB	Database component	A sMobile CM client access to the sCentral DB in the SaaS model (paid operational access accounts required)
The sCentral Web is a tool used to manage the objects of the sCentral DB database available via the Internet after logging in to the management account. It enables managing the users of the sCentral Web and a sMobile CM client as well as their groups by allocating rights of access to objects (products, stores, planograms, floorplans), their hierarchies and operations on them.

A sMobile CM is a mobile client supporting business processes in the scope of category management (“Space Planner”, “Floor Planner”). It operates autonomously in demo mode only. For production work, access via the Internet is necessary to the objects stored in the sCentral DB database. The sMobile CM works on devices with Android, Windows 10, and iOS operating systems.

The key parts of the sMobile CM System are “planogram” and “floorplan” editors making it possible to manage store space, shelves, and the arrangement of products, including the creation, editing, compliance control, and management of planograms and floorplans together with their components, descriptions and properties. The System may also serve to create “realograms”, i.e. images of the actual arrangement of products in a store and on shelves for comparison with planograms.

2. A detailed functional specification has been presented in the appendix.

7. Technical requirements concerning the System use on the part of the Customer

The technical requirements for devices concerning the use of the sMobile CM have been collected in the table below:
Requirement	Windows	Android	iOS
sMobile CM Version	1.9	1.9	1.9
Operating system	Windows 10 Version 1703 (build 10.0.15063) „Creators update”	Android 5.0 or higher	iOS 9.0 or higher
32-bit / 64 – bit processor	Both	Both	64 bit
Access to the Store	Windows Store	Google Play	Apple App Store
Device version	Full HD Tablet Laptop Desktop Computer	Android Tablet	Apple Tablet
RAM Memory	Min. 2 GB for tablet Min. 8 GB for computer	Min. 2 GB
Processor	Dual Core Intel / AMD processor	4 core CPU, Additional Graphics GPU recommended
Minimal Screen Size	8 inches
Recommended Screen Size	10 inches
Internet connection	sMobile CM requires network connection to exchange data with Central Database.
Network Requirement	Access to https protocol on port 443.
Proxy	No proxy support.
The technical requirement concerning access to the sCentral Web component is a browser, possibly the latest version. The following browsers may be used:
Internet Explorer 11 (and higher)
Chrome 28 (and higher)
Opera 15 (and higher)
Firefox 35 (and higher)
Edge
Access in the so-called “Compatibility View Mode” is not supported (it must be disabled in the browser).

3. The Vendor shall regularly make available updates and new versions of the System software. In the case of a mobile client, they are distributed by online stores: Windows Store, Google Play and Apple App Store. A System user shall be obligated to use the currently latest version of the System that has been made available. Previous versions shall not be supported by the Vendor.

8. Vendor’s obligations

The Vendor shall ensure the IT Environment on the Microsoft Azure Platform, in line with Microsoft’s current license conditions concerning the provision of the services of the “Cloud Services” class published on the Microsoft’s website: http://www.microsoftvolumelicensing.com.
The Vendor represents that the System is available to Customers with no interruptions, on a 24/7/365 basis, at level of 96% of availability yearly (excluding service windows).
The Vendor shall provide maintenance and support services for the System made available in the SaaS model in the scope of:
Making updates and new versions of the sMobile CM component software available via online stores (Windows Store, Google Play, Apple App Store)
Installing updates and new versions of central components software
Removing System errors and failures (detected by the Vendor and reported by users) as part of the System support. Support shall be limited to the latest System software versions made available (especially of the sMobile CM component).
Service Requests concerning the failures and irregularities (errors) found in the System operation should be submitted to the Vendor’s Service Desk, available at:
e-mail: support@cssoftware.pl

The detailed Vendor’s obligations concerning the System support are included in the SLA appendix.

In case it is necessary to suspend the System availability temporarily for technical reasons (failure, necessity to conduct repair or maintenance of the systems supporting the System and in connection with the necessity to upgrade or develop them) in service windows, the Vendor shall inform the Customer with sufficient advance notice, if possible.
Means of securing access and the Customer’s data
In the Microsoft Azure environment, for each Customer a distinct System installation is established separate from others, i.e. a closed environment dedicated to the Customer (database, disc space, application server, WWW server). Data are not shared with other clients of the Vendor. Access to the database is effected at the level of data hierarchy.
Communication protocol – applications use a HTTPS protocol for communication with the server on a standard TCP 443 port. Communication is secured by a 256-bit trusted certificate.
The Vendor shall make sure that backups are made for:
the database of client’s instances
the client’s binary data stored in files outside the database
Backups of the database and backups of the binary data shall be made on a daily basis at midnight Warsaw time (CET) 00:00.
The Vendor shall store:

30 daily backups (covering consecutive 30 days)
12 weekly backups – made on each consecutive Sunday
6 monthly backups – made on the first Sunday of the consecutive month
2 annual backups – made on the first Sunday of the January of the consecutive year
The recovery of data from backups shall be executed:
Without a client’s notification – in the event of detecting the loss of all or part of data not attributable to the client’s actions or the loss of database integrity, or detected problems with the integrity of virtual machine discs, on which the client’s installation is located.
The client shall be informed about such a necessity and about the progress of works

At the Customer’s request, with the proviso that data recovery may be executed gratuitously not more frequently than once a month. The process of data recovery may last up to 2 business days after ordering the recovery (notification to the service) and describing a significant reason for the purchase order. Further demands for data recovery from backups shall be treated as additional purchase orders and settled in accordance with the Vendor’s price list
After the end (expiration, termination by notice) of the Service, the Customer’s data:
Shall be stored in the System for 30 days (in the database) and for 30 days (external files) respectively. In that period, it is possible to resume the provision of the SaaS Service with the use of the data having been stored so far,
In the above-mentioned period, the Customer may also request that backups be executed and the data issued, which is effected for consideration according to the Vendor’s price list.
After the elapse of the above-mentioned periods, the Customer’s data shall be irrecoverably destroyed and the System is disabled (end of the Service provision).
Backups of the database and external files shall be stored for 30 days from the end date of the Service provision. After that period, backups shall be destroyed.
 Temporary suspension and/or cessation of the Service provision
At the request of a court or law enforcement authorities, the Vendor may block the Customer’s access to the System accounts for a period indicated in the request.
The Vendor shall be entitled to block access to the Customer’s accounts when its actions constitute a serious threat to the System.
The Vendor shall be entitled to terminate the agreement for provision of the services covered by the Regulations without notice period when the Customer:
carries out unlawful activities using the System;
acts to the detriment of the Vendor;
carries out actions aimed at breaching the security of the data stored in the System or makes an unauthorized attempt to access the System.
After termination of the agreement, the Vendor shall make it possible for the Customer to download the data from the System, after which it shall immediately delete the Customer’s account from the System.
Complaint procedure
The Customer may file a complaint in respect of non-performance or improper performance of the service, improper System operation as well as its maintenance and support, or an improperly issued invoice.
A complaint notification shall be filed in writing or in electronic form at:
C&S Software, Sp. z o.o. ul. Myśliwska 14, 15-569 Białystok;

phone: +48 85 877 71 55;

e-mail: contact@cssoftware.pl;

A complaint notification shall indicate:
The Customer’s identification and address details,
The time and circumstances in which the problem concerning the System operation or support occurred.
The complaint notification concerning an improperly issued invoice shall contain the invoice number and its amount, as well as an indication of the irregularities in calculating the amount.
Complaint notifications shall be examined within 30 days from reception. Should additional information be needed to examine a complaint notification, the Vendor shall request that it be provided before examining the complaint notification, and the time for the examination of the notification is counted from the date on which the requested information is delivered to the Vendor.
The decision on examination of the complaint notification is sent to the Customer’s address provided in the complaint notification.
System Vendor’s liability
The Vendor shall use all reasonable efforts to ensure proper operation of the System.
The Vendor shall not bear liability for damage resulting from the Customer’s improper use of the System and the entry of untrue or incomplete data.
The Vendor shall not bear liability for losses and the loss of expected profits of the Customer as a result of the software failure, loss of data, and temporary inability to use the System.
The Vendor shall not bear liability for the Customer’s business decisions made in connection with the System use, for any actions or obligations of the Customer arising from the System operation, including its accounting and tax obligations.
The Vendor shall not bear liability towards the Customer for non-performance or improper performance of the Services for reasons attributable to third parties (including: technical problems or technical limitations related to computer hardware, attributable to telecommunication network operators) or caused by events of force majeure.
The Vendor shall not bear liability for the Customer’s disclosure of the access details to the allocated System accounts (logins and passwords) to third parties.
Customer’s data and protection of personal data
The System Vendor shall store and process the data made available to it by the Customer in accordance with the applicable provisions of law and with the Privacy Policy and Personal Data Processing Agreement (entrusting of data processing to the Vendor) (link to the entrustment agreement here), which constitute integral appendices to the Regulations.
By accepting these Regulations, the Customer expresses consent to entrust data to the System Vendor in accordance with the Entrustment Agreement.
Final provisions
The System Vendor reserves the right to amend the Regulations.
The Regulations may be amended especially in the case of:
technological or organizational changes in the System operation;
the necessity to adjust the System operation and the provisions of the Regulations to new provisions of law.
The Vendor shall notify Ordering Parties of its intention to amend the Regulations by making the content of the new Regulations available on the System websites.
An amendment to the Regulations shall come into force upon the elapse of 14 days after their publication. In the event that the Vendor receives the Customer’s written representation on non-acceptance of the conditions of the new Regulations, the SaaS Service provision agreement shall be terminated with immediate effect.
To matters not regulated to in the Regulations, the relevant provisions of Polish civil law shall apply.
Any and all disputes arising from the carrying out (conclusion, performance and completion) of the agreement executed between the Vendor and the Customer shall be subject to the jurisdiction of Polish courts and shall be resolved under Polish law. The court having jurisdiction over the System Vendor’s registered office shall be the competent court.