Master Service Agreement (triseotrops.com)

1. General Terms

SIA "Root XP", registration No. 40203313229, registered on 26.04.2021 in the Republic of Latvia, located in UNITY Business Centre, Vienibas gatve 109, Riga, Latvia, LV-1058, contact email info@triseotrops.com, hereinafter - Root XP, and the Buyer enters into a distance agreement regarding the content and services available on the website triseotrops.com in the internet environment, hereinafter referred to as the - Agreement, Terms.

The Buyer, when placing an order on the website triseotrops.com or on the website where the Product is available, hereinafter referred to as the Website, reads and agrees to the terms of the Agreement.

Websites triseotrops.com and rootxp.dev is used as an organizational unit to provide services, as well as to inform visitors about the operations and offers of triseotrops.com.

In addition to the terms of the Agreement, the visitors and buyers of triseotrops.com, as well as their activities and mutual relations, are also bound by the following documents:

1. General Personal Data Processing Principles and Privacy Policy;
2. Terms of Use (triseotrops.com);
3. Cookie Policy;
4. other terms (including those issued by third parties) of which the visitor is informed within the scope of using triseotrops.com.

Before creating a user profile and using the Product, the Buyer must carefully read these terms.

2. Definitions of Terms

1. 2.1 Product - paid content, statistics, reports, informative notifications, and other information available only to Buyers.
2. 2.2 Buyer - a physical person (individual) who enters into the Agreement for personal purposes unrelated to business activity, or a legal entity that expresses a wish on the Website to purchase, and in accordance with the terms of the Agreement purchases, a subscription to the Product.
3. 2.3 Website - triseotrops.com

3. Pricing and Fees

1. 3.1 A subscription to the Product can be purchased by selecting the corresponding functionality for a fixed fee (period and quantity subscription), and the price is indicated on the Website before the payment is made.
2. 3.2 The Product subscription fee is indicated including all taxes.
3. 3.3 The price for the Product subscription on the Website may be changed with at least 30 (thirty) days' prior notice, by sending a notification to the Buyer's email in advance and displaying it on the Website. Such changes shall not apply to already paid orders.
4. 3.4 The Buyer independently selects the payment plan and method on the Website.

4. Subscription process

1. 4.1 A Product subscription may be selected and purchased only by a Website profile user. The user profile may already be created, or the Buyer shall create it in accordance with the Website terms and conditions prior to the conclusion of the Agreement.
2. 4.2 Prior to the purchase of the Product subscription, the Buyer shall select a payment method, and enter and confirm the required information.
3. 4.3 Prior to the conclusion of the Agreement, the Buyer shall read the terms of the Agreement and the Website Terms of Use, confirming their acceptance before purchasing the subscription, and the Buyer shall be liable for compliance with the Agreement and the Terms of Use.
4. 4.4 Only the Buyer is entitled to use the Product, and the right of access to the Product (in any form) may not be transferred to third parties.

5. Payment Procedure

1. 5.1 The Product subscription prices on the Website are indicated in a clear and unambiguous format, in US Dollars (USD), inclusive of duties and taxes. If there are any additional costs, they will be clearly indicated before the order is finalized.
2. 5.2 The Buyer may purchase the subscription through an integrated intermediary, Polar Software, Inc., using a payment card or "Cash App Pay", making payments at least once a month.
3. 5.3 By making the payment, the Buyer selects a recurring payment method for the subscription, which will occur automatically until the Buyer chooses to terminate it.
4. 5.4 Upon making the subscription payment, the Buyer shall receive a confirmation from Polar Software, Inc. via email, and access to the billing system and subscription management panel shall be reflected in the Buyer's user profile on the triseotrops.com platform.
5. 5.5 Please be advised that, depending on the chosen payment method and location, the Buyer may be charged a transaction fee for processing the invoice payment. The amount of the commission fee is determined by the respective service provider. Root XP shall not be held liable for the amount of such fees. The Buyer shall independently select the most favorable payment method for themselves.
6. 5.6 If payment for the ordered service is not received, access to the Product shall be blocked until the payment is made in accordance with the procedure established in the Agreement.
7. 5.7 The Buyer is entitled to perform all actions relating to the Product subscription within their user profile.
8. 5.8 The Buyer is entitled to cancel the Product subscription by making the corresponding changes on the Website. In this case, the cancellation shall apply only to the subscription period for which the Buyer has not made payment and/or does not plan to do so.
9. 5.9 The Buyer is informed that payment management is carried out in accordance with the services and terms offered by Polar Software, Inc. Furthermore, the management, modification, and cancellation of the subscription shall be provided through the intermediary Polar Software, Inc.

6. Right of Withdrawal and refunds

1. 6.1 Within the framework of the Agreement, Root XP provides a service that corresponds to a prepaid online digital content service (delivery of digital content as information, statistics, and reports that are not delivered on a tangible medium), which is available on demand, and the delivery of which shall commence at the moment of purchase and activation of the Product subscription.
2. 6.2 The Buyer agrees that the provision of the Product subscription service shall commence upon the activation of the Product subscription, and therefore the Buyer waives the 14 (fourteen) day right of withdrawal and the refund of the paid amount, in accordance with the provisions of Article 16(m) of the EU Consumer Rights Directive (2011/83/EU).

7. Term and Termination

1. 7.1 The Agreement shall enter into force upon the Buyer placing an order for the Product subscription on the Website, agreeing to its terms, and paying the subscription fee.
2. 7.2 The Agreement shall be concluded for an indefinite period of time and shall remain in force until the fulfillment of the assumed obligations or the cancellation of the service.
3. 7.3 In the event that the Agreement is concluded between Root XP and a merchant, using custom plan, each Party shall be entitled to unilaterally terminate the Agreement by giving at least 30 (thirty) calendar days' prior written notice to the other Party.
4. 7.4 Any notice, request, or other communication, required or permitted under this Agreement shall be deemed sufficiently given and legally binding if sent via email to the official email address of the other Party.

8. Limitation of Liability

1. 8.1 The Parties shall be liable for the obligations under the Agreement in accordance with the requirements of the legislation and regulatory acts in force in the Republic of Latvia and the European Union.
2. 8.2 The Parties shall be released from full or partial liability under the Agreement if the performance of their obligations is prevented or delayed by a force majeure event.
3. 8.3 A force majeure event shall be characterized by any regulatory act of legal force that has an irreversible impact on the performance of the Agreement. Force majeure events shall include war, any acts of warfare, riots, embargoes, and various natural disasters (including, but not limited to, floods, storms, and other severe weather events) that prevent the performance of the Agreement.
4. 8.4 The Product is provided on an 'as is' and 'as available' basis, without any warranties of any kind, either express or implied. Root XP does not warrant that the operation of the Product will be uninterrupted, timely, or error-free.
5. 8.5 To the maximum extent permitted by applicable law, Root XP shall in no event be liable for any indirect, consequential damages, or loss of profits. Root XP's total aggregate liability arising out of or in connection with this Agreement shall be limited to the amount actually paid by the Buyer for the Product during the 1 (one) month preceding the date of the claim.

9. Intellectual Property

1. 9.1 Pursuant to the agreements concluded between Root XP and its employees or other third parties, the Product (including its content) has been transferred and belongs to Root XP within the meaning of the Copyright Law, and triseotrops.com shall have the right to use it freely.
2. 9.2 The Product (including its content) or any part thereof is a protected copyright object within the meaning of the Copyright Law, and its use without the prior permission of Root XP shall be prohibited. All intellectual property rights related to triseotrops.com and the Product remain the exclusive property of Root XP. The Buyer is granted a limited, non-exclusive, non-transferable, and revocable license to use the Product solely for its intended purpose.
3. 9.3 The Buyer of the Product shall be prohibited from fully or partially reproducing (copying), republishing, or otherwise using the Product and its content, as well as from transferring its content to third parties without the prior written consent of Root XP, or in any other manner infringing upon the copyrights of Root XP within the meaning of the provisions of the Copyright Law.
4. 9.4 The Product (including its content) shall be used solely and exclusively for personal consumption. Any activities involving the content of the Product, including, but not limited to, conducting search functions, indexing, scraping, data mining, content selection, copying, fully or partially utilizing and/or incorporating materials into reports, research, or analytical works, whether for commercial or non-commercial purposes, as well as on behalf of or in the interest of third parties, shall be prohibited, except in cases provided for by the Copyright Law. In the event of a breach of these conditions, Root XP shall be entitled to demand liquidated damages from the Buyer in the amount of EUR 10 000.00 (ten thousand euros) for each individual instance of such unauthorized use of the materials.

10. Confidentiality

1. 10.1 The Parties undertake to protect, safeguard, and not to disclose to third parties, in whole or in part, without prior mutual written consent, the content of this Agreement or any other documents related to its performance, as well as any technical, commercial, or other information regarding the business activities of the other Party that has become available or known in the course of performing the obligations under this Agreement, except in cases provided for by the regulatory enactments of the Republic of Latvia and the European Union. The confidentiality restriction shall not apply to information that is or becomes publicly available.
2. 10.2 The confidentiality obligations set forth herein shall have no limitation in time and shall survive the expiration or termination of this Agreement.
3. 10.3 A Party shall be entitled to disclose the aforementioned confidential information only to state law enforcement authorities designated by the legislation in force of the Republic of Latvia and the European Union, and strictly in accordance with the procedures prescribed by the legislative acts in force of the Republic of Latvia and the European Union, or in the event that the other Party has provided its prior written consent to the public disclosure of such information.

11. Processing of Personal Data

1. 11.1 The Parties agree that each Party, acting as a data controller and personal data operator, shall during the term of the Agreement process manually and/or electronically (including data collection, registration, entering, storage, modification, usage, transfer, transmission, blocking, or erasure) the data received from the other Party, to the extent necessary and arising from the Agreement. The purpose and objective of the data processing shall be: the conclusion of agreements, preparation and sending of invoices, confirmation of payments, facilitation of cooperation, ensuring the management processes of triseotrops.com, analysis, examination and processing of claims and/or applications, and the sending of newsletters, to the extent necessary and arising from the concluded Agreement.
2. 11.2 Root XP shall employ the necessary technical means and implement organizational measures to protect personal data and prevent the unlawful processing thereof.
3. 11.3 Personal data shall be stored in paper or electronic format for the entire duration of the Agreement, as well as for the limitation period specified in the applicable regulatory enactments, within which claims may be submitted, actions brought, and similar proceedings initiated.
4. 11.4 Either Party shall be entitled to disclose the personal data of the other Party to its service providers and business partners delivering accounting, legal, IT, payment, or other ancillary services.
5. 11.5 By entering into the Agreement, the Buyer consents to the processing, updating, storage, and identification of their data, as well as to receiving notifications regarding Product subscription changes and marketing offers. A Buyer who qualifies as a consumer under this Agreement is entitled to request that Root XP provide, free of charge, the information held regarding the Buyer's personal data, to request its rectification or erasure, and, where applicable, to withdraw their previously given consent to the processing of personal data.
6. 11.6 The obligations set forth in this Section of the Agreement shall remain in effect for an indefinite period and shall survive any unilateral termination of the Agreement by either Party, or the expiration or termination of the Agreement for any other reason.

12. Miscellaneous

1. 12.1 Root XP may send individual electronic or other notifications to the Buyer regarding the use of the Website, in particular, where necessary to ensure the proper and secure use of the Website.
2. 12.2 Root XP may, at any time and at its sole discretion, restrict or terminate the Buyer's access to the Product or the Buyer's user profile if the Buyer violates the terms of this Agreement, applicable regulatory enactments, or if Root XP has reasonable grounds to suspect such violation.
3. 12.3 All notices and claims related to the performance of the Agreement shall be submitted in writing in Latvian or English to the addresses of the Parties specified in the Agreement, and, unless otherwise provided herein, shall be deemed received: 1) if sent by registered mail, within 5 (five) business days after mailing; 2) if delivered in person against signature, on the day of delivery to the recipient's address; 3) if sent via email, on the next business day following transmission.
4. 12.4 Each Party shall inform the other Party of any changes to its details and/or any circumstances that may affect the performance of the obligations under the Agreement within 5 (five) business days, and undertakes to ensure the data protection and security of the other Party.
5. 12.5 The Parties undertake to use their best efforts to resolve through amicable negotiations any disputes arising from the performance of the obligations under the Agreement or the termination thereof.
6. 12.6 If a dispute is not resolved through negotiations, it shall be settled in accordance with alternative dispute resolution. In the event that an agreement cannot be reached, the dispute shall be resolved by the courts of the Republic of Latvia in accordance with the regulatory enactments of the Republic of Latvia and the European Union in force. https://europa.eu/youreurope/citizens/consumers/consumers-dispute-resolution/index_en.htm
7. 12.7 If any provision of this Agreement should lose its validity for any reason, it shall not affect the remaining provisions of the Agreement, and the rest of the Agreement shall remain in full force and effect.
8. 12.8 If the Terms of Use are updated or amended with respect to the description of the triseotrops.com Product, improvements, payment procedures, methods of information exchange, or similar matters, and such updates conflict with the provisions of this Agreement, the current version of the Terms of Use shall take precedence.
9. 12.9 The Distance Agreement is drawn up electronically, and the Buyer has unequivocally familiarized themselves with it upon registration and has manifested their consent by making the payment and commencing the use of the Product.