BROKER.FARM — TERMS OF SERVICE

Version: 1.0
Effective date: 4 November 2026
Service website: https://www.broker.farm/
Legal contact: valeriya@berrini.farm

These Terms of Service (the Terms) govern access to and use of Broker.farm by business customers.

The service is provided by Wojciech Oksiński, conducting business under the business name IT Wojciech Oksiński, entered in the Polish Central Registration and Information on Business (CEIDG), with a business address at ul. Sienna 72a/203, 00-833 Warsaw, Poland, NIP 1231152265, REGON 363313210 (the Provider, Broker.farm, we or us).

The Terms are made available free of charge before an Agreement is concluded in a form that enables their acquisition, reproduction and storage. Questions about the Terms can be sent to valeriya@berrini.farm.

KEY INFORMATION ABOUT BROKER.FARM

The main rules, all in one place. This summary helps you find what matters; the full Terms below form the Agreement.

• Every deal in one place. Broker.farm brings WhatsApp messages, emails, price lists, offers, negotiations and orders into one workspace for fresh produce trading teams. It is for business use only.

• Import your available history for free. Eligible historical Messages from each newly connected source can be analysed without using Message Credits. Reconnecting the same source does not create another free allowance.

• A one-time free allowance. The Customer receives the one-time Free Credit allowance when its Organisation Account is activated. Eligible live AI processing consumes Credits, including during Onboarding.

• Analyse pending Messages after topping up. Where Messages were stored during a zero-balance period, the Customer can decide whether to submit the available backlog for AI Analysis using its Credits.

1. PURPOSE AND DOCUMENTS

1.1. Broker.farm provides the hosted Service described in these Terms. Broker.farm helps fresh produce businesses bring messages, offers, negotiations, supply and demand, order tracking and transaction information into one workspace. The features included in the Customer's Service are those described in the application and any agreed Order.

1.2. The contractual relationship (the Agreement) consists of:

1. these Terms;
2. the Broker.farm Pricing Schedule displayed or linked in the Service at registration or the relevant purchase;
3. any specific written or electronic order, enterprise arrangement or agreed special conditions (an Order); and
4. the Broker.farm Data Processing Agreement (the DPA) where personal data is processed on behalf of the Customer.

The Privacy Policy explains processing for which the Provider acts as an independent controller. It is available alongside these Terms and is not a substitute for the DPA.

1.3. If documents conflict, the DPA prevails for matters within its data-protection scope. Expressly agreed special conditions prevail on their subject matter; the applicable Pricing Schedule or Order prevails for the price and quantity of credits purchased; and these Terms govern all other matters. Mandatory law prevails in all cases.

1.4. The Customer can obtain, save and reproduce the version of these Terms, the Pricing Schedule and the DPA applicable when it registers or purchases credits. Material changes are governed by Section 18.

1.5. These Terms govern Broker.farm only. Other products offered under the Berrini brand are governed by their own applicable terms unless the parties expressly agree otherwise. Acceptance of these Terms does not give the Customer access to, or create payment obligations for, other Berrini products.

2. DEFINITIONS

2.1. Customer means the identified business, professional or other organisation that enters into the Agreement and controls the Organisation Account.

2.2. Organisation Account means the account established for a particular Customer, including its users, integrations, data and Message Credit balance.

2.3. Administrator means a person authorised by the Customer to manage the Organisation Account, users, integrations and business details.

2.4. User means a natural person authorised to use the Service under the Customer's Organisation Account.

2.5. Connected Source means a mailbox, permitted WhatsApp Business connection, imported chat archive or other source connected to the Service by or on behalf of the Customer.

2.6. Customer Data means data provided, connected, imported, stored or generated for the Customer in the Service, including messages, attachments, contact details and information extracted from communications, excluding Provider technology and internal proprietary operational data.

2.7. Message means an individual incoming or outgoing email or WhatsApp message received, sent or imported through a Connected Source. A Message may include attachments and associated metadata. A conversation, email thread or negotiation may contain multiple Messages.

2.8. Message Credit means a non-monetary contractual unit entitling the Customer to one qualifying AI analysis of an individual Message under the rules in Sections 8 and 9. A Message Credit is not a payment instrument, monetary claim or stored cash balance.

2.9. Free Credits are promotional Message Credits allocated without payment; Purchased Credits are Message Credits acquired through a paid top-up. Both are attached to the Organisation Account.

2.10. Pricing Schedule means the versioned, publicly available description of the current free allowance, packages, prices, applicable currencies and promotional conditions, displayed or linked to before acceptance.

2.11. Onboarding means the guided process of connecting data sources and configuring the Organisation Account as presented in the application. Onboarding ends when the Service confirms completion or the Provider confirms it with the Customer.

2.12. Historical Message means a Message dated before the initial connection and historical import of the relevant Connected Source, as determined by the Service's recorded connection and import information. Reconnecting the same source or importing the same Message again does not make it a new Historical Message eligible for another free analysis.

2.13. Live Message means a Message received or sent through a Connected Source after the reference point established for its initial historical import, including while the Customer is completing Onboarding.

2.14. AI Analysis means the Service's use of AI to read, classify, extract, interpret or summarise information contained in a Message. Merely receiving, transmitting, importing or storing a Message does not constitute AI Analysis.

2.15. Pending Message means a Message received and stored by the Service but not yet submitted for AI Analysis, including because the Customer has insufficient Message Credits, the sender has not been classified or the Message is excluded from analysis under the Customer's settings.

3. BUSINESS USE, IDENTIFICATION AND AUTHORITY

3.1. The Service is intended exclusively for business and professional purposes. A person opening an Organisation Account represents that they are acting for an identified Customer and are authorised to accept the Agreement and the DPA on that Customer's behalf.

3.2. During registration, the Provider may request the registering person's name and work email address, the Customer's legal name and country, and information reasonably necessary to identify the Customer and verify authority. A VAT number, NIP, NIF or other Tax ID may be supplied voluntarily at registration and may be completed later. The Provider may request further identifiers, evidence of representation or account ownership before granting access to business correspondence or sensitive functions.

3.3. Before purchasing credits, the Customer must provide accurate billing and tax information reasonably required for the transaction, including a Tax ID where applicable. The Customer is the purchaser named on the invoice, unless the Provider expressly agrees that a different legal entity will purchase the credits and the parties document the arrangement before checkout.

3.4. The Customer must keep its information up to date. The Provider may reasonably verify business status, authority, tax identifiers or connected-source ownership and may delay account activation or an integration while such verification is outstanding.

3.5. The Agreement is concluded when an authorised person accepts the applicable Terms and DPA through the electronic registration flow and the Provider confirms or activates the Organisation Account. A meeting assisted by the Provider does not dispense with the Customer's own acceptance and verification. Acceptance and applicable document versions are recorded electronically.

3.6. The Service is not offered to persons subject to applicable sanctions or to customers whose use would violate export controls or other mandatory laws. The Provider may restrict access in a territory or for an identified activity where required by law or necessary for lawful and secure operation.

4. ORGANISATIONS, USERS AND CONNECTED COMPANIES

4.1. The Customer is responsible for the actions of its Users within the Organisation Account, granting and withdrawing appropriate permissions and ensuring that Users understand the applicable rules.

4.2. The Administrator may invite Users and assign available roles. Users must not share credentials. The Customer must promptly remove access when a person no longer requires it.

4.3. The Organisation Account and Message Credits belong contractually to the Customer organisation. Users within that same organisation may use the common credit balance within their granted permissions; no separate transfer of credits between Users is required.

4.4. Use by a legally separate company, including an affiliate, parent or subsidiary, is not automatically authorised. Such use requires the Provider's prior agreement covering the relevant companies, their responsibilities and, where relevant, their data-protection roles. An invitation to an individual employee does not by itself grant a licence to another company.

4.5. Message Credits may not be sold, assigned, gifted or transferred between Organisation Accounts or legal entities, unless the Provider expressly agrees in writing as part of a documented business succession or other exceptional arrangement.

4.6. Subject to the permissions available within the Organisation Account, an authorised User may connect an email account, WhatsApp source or supported message archive on behalf of the Customer. The User connecting the source confirms that they are authorised to do so and to make the relevant business communications available for processing through the Service. The Customer remains responsible for granting appropriate permissions, ensuring that connected sources are used lawfully and withdrawing access when it is no longer required.

5. CONNECTED EMAIL, WHATSAPP AND THE SERVICE

5.1. Broker.farm brings business messages and deal information together. It organises WhatsApp and email correspondence, price lists, offers, negotiations, products, orders and transaction details in one workspace, and provides AI-assisted classification, extraction and summaries. Customers can check information and add or correct records.

5.2. Broker.farm enables authorised Users to connect supported email accounts and WhatsApp sources and import supported message archives. The Service may retrieve available message history when a source is connected and subsequently receive new communications. The amount of history available, the ability to reconnect a source and the functions supported depend on the relevant integration, permissions and third-party service.

5.3. The Customer instructs and authorises the Provider to receive, import, copy, store, organise, analyse and display Customer Data as necessary to provide the selected Service functions. Receiving and storing a Message may take place before any AI Analysis is performed, including while a Message is awaiting classification or available credits. The handling of personal data remains subject to the DPA.

5.4. Broker.farm allows authorised Users to prepare and send business replies through Connected Sources using the permissions and settings selected by the Customer. The Customer is responsible for authorising each source, managing who can send messages and supervising outgoing communications. Before sending promotional messages or other direct marketing, the Customer must ensure that the communication is permitted and that any legally required recipient consent has been obtained. The Service does not itself establish that a recipient has consented to marketing.

5.5. Third-party providers, including email operators and Meta/WhatsApp, may set their own technical limits and terms. The Provider is not responsible for interruptions caused solely by an independently selected Customer service, but remains responsible for its own obligations and for subprocessors engaged to deliver Broker.farm as required by law and the Agreement.

5.6. When a contact is marked Ignored, Messages associated with that contact are excluded from subsequent AI Analysis and do not consume Message Credits while the setting applies. Such Messages may nevertheless continue to be received and stored in the Customer's workspace. Marking a contact Ignored does not delete previously imported or subsequently received Messages. If the Customer later removes the Ignored designation, retained correspondence may become available for further processing in accordance with the applicable settings, credit rules and data-retention periods. Deletion requires a separate instruction or the operation of the applicable deletion procedure.

5.7. The Service is accessed through an internet-connected device and a current web browser that supports secure HTTPS connections, JavaScript and browser storage needed for sign-in and core functions. The Customer needs a valid account, a working internet connection and the necessary permissions from each Connected Source. Some integrations also require a compatible email account or WhatsApp Business setup. The Customer is responsible for its own equipment, connectivity and third-party account charges.

5.8. Using an online service and connecting business communications involves risks, including phishing, malicious files, stolen credentials, unauthorised account access, interruption of third-party services and mistaken reliance on AI-generated information. The Customer should secure its devices and Connected Sources, use strong credentials and available multi-factor authentication, and review User access rights. The Provider applies the safeguards described in the DPA.

5.9. The Service uses browser storage and similar technologies required for account access, session continuity and security. Information about cookies and other technologies, including any optional technologies and applicable consent choices, is provided in the Privacy Policy and through the relevant website controls.

5.10. Messages from a sender not yet assigned to a recognised business contact or person may be received and stored pending the Customer's classification decision. Until the sender is classified or otherwise made eligible for analysis, those Messages are not submitted for AI Analysis and do not consume Message Credits. Subsequent analysis is subject to Sections 8 and 9.

6. AI-ASSISTED PROCESSING AND CUSTOMER OVERSIGHT

6.1. Broker.farm uses AI-assisted processing to extract, classify, compare and summarise business information from Customer-selected communications, including information about products, prices, offers, negotiations, orders and transactions. AI processing is supported by the providers identified in the DPA and related sub-processor information.

6.2. The Service may automatically accept certain extracted information into the Customer's internal business records where its configured confidence and processing criteria are met. Other results may be referred to an authorised User for review, correction or confirmation. An automatically accepted result reflects the Service's processing status; it is not a guarantee that the information is accurate, complete or commercially agreed.

6.3. AI-generated results may contain errors, omissions or outdated information, including where the Service has automatically accepted an extracted item. The Customer is responsible for applying appropriate oversight and verifying material information, prices, transaction details and contractual commitments before relying on them for business decisions.

6.4. The Customer is responsible for the permissions and settings governing outgoing communications through its Connected Sources. The processing or acceptance of an internal AI result does not, by itself, establish that a commercial commitment has been made by the Customer. The rules governing the preparation and sending of communications are set out in Section 5.4.

6.5. The Provider does not guarantee a particular number of completed transactions, orders, sales, increased revenue or other commercial results. The Service is a business-support tool and does not provide independent legal, tax, financial or other regulated professional advice.

6.6. The Provider uses Customer Data to operate, secure and support Broker.farm in accordance with the Agreement and DPA. Customer Data is not used by the Provider for unrelated AI model training. Third-party AI providers process Customer Data under the applicable contractual safeguards described in the DPA and sub-processor information.

6.7. The Customer must not use the Service for unlawful automated decision-making, discriminatory decisions, unlawful profiling or other activities contrary to laws applicable to the Customer's use of the Service.

7. CUSTOMER DATA, PERMISSIONS AND ACCESS BY SUPPORT

7.1. As between the parties, the Customer retains its rights to Customer Data. The Provider receives only the rights necessary to operate, secure, support, maintain and lawfully develop the Service in accordance with the Agreement and the DPA.

7.2. The Customer is responsible for ensuring that it has the authority and appropriate legal basis to connect each source and process the communications, attachments and personal data of employees, contractors, suppliers, customers and other persons. The Customer must provide required notices and obtain any permissions or consents applicable to its own processing and marketing activities.

7.3. The Provider's authorised personnel may technically access Customer Data through administrative tools for onboarding, support, troubleshooting, checking extraction quality, security and Customer-requested deletion or export. Such access must be limited to authorised persons, legitimate operational purposes and appropriate confidentiality and security controls, as further set out in the DPA. Access to Customer Data by support personnel is controlled by their assigned duties and access rights.

7.4. The Customer must not upload data that it has no right to process, malware, unlawful content or sensitive information whose processing cannot be lawfully supported by the Service and its subprocessors. If a Customer's intended use entails special-category personal data or additional regulatory requirements, the Customer must first establish that appropriate safeguards and contractual arrangements are in place.

7.5. The Provider may use aggregated, effectively anonymised information that cannot identify the Customer, individuals or confidential business data to understand general Service performance. This clause does not authorise re-identification, use of identifiable messages for independent marketing or AI training, or disclosure of trade secrets.

8. GET STARTED FREE

8.1. The initial import and AI Analysis of eligible Historical Messages from each newly connected, authorised Connected Source are provided without deduction of Message Credits. This applies whether the source is first connected during the Customer's initial Onboarding or added later. The free historical import covers the available pre-connection history of that source and does not extend to Live Messages. Reconnecting the same source, repeatedly importing the same Messages or otherwise duplicating historical imports does not create a new entitlement to free AI Analysis of those Messages.

8.2. Upon activation of the Organisation Account following acceptance of the Agreement, the Customer receives the one-time Free Credit allowance specified in the Pricing Schedule applicable at registration. Eligible Live Messages submitted for AI Analysis may consume these Credits from the time the relevant Connected Source begins live processing, including during Onboarding. Historical Messages qualifying for free analysis under Section 8.1 do not reduce the allowance. The Free Credit allowance is granted only once per Customer organisation, does not renew monthly or annually and has no fixed expiry date while the Agreement remains in force.

8.3. Creating additional accounts, reconnecting existing sources or reorganising Users to obtain repeated free allocations or duplicate free analysis is prohibited. The Provider may investigate objectively reasonable indications of such abuse and correct duplicate allocations, while allowing the Customer to explain any disputed correction.

8.4. The Provider will display the Customer's available Message Credit balance and material consumption information in the Service or provide that information on request. A change to a promotional allowance applies only to Customers registering under the relevant new Pricing Schedule and does not retroactively reduce Credits already granted.

8.5. A later reconnection, reconfiguration or reactivation of an Organisation Account does not constitute a new first Onboarding and does not entitle the same Customer organisation to another Free Credit allowance. Any free historical analysis remains subject to Section 8.1. Processing that does not qualify for a free allowance is subject to the ordinary credit rules in Section 9.

9. HOW MESSAGE CREDITS WORK

9.1. Subject to the free-analysis rules in Section 8, the exclusions in Section 9.3 and the rules for Pending Messages in Section 9.7, one Message Credit is deducted for the first successful chargeable AI Analysis of an individual Message. This applies to eligible incoming and outgoing email and WhatsApp Messages, including Historical Messages that do not qualify for free analysis under Section 8.1. A conversation or thread may contain several separately chargeable Messages.

9.2. A Message consumes a Credit only when the relevant chargeable AI Analysis is successfully completed. Merely receiving, importing, storing or sending a Message does not consume a Credit. Attachments analysed as part of the same Message do not incur separate Message Credit charges.

9.3. The following activities do not consume additional Message Credits:

(a) free historical analysis under Section 8.1;
(b) Messages excluded from AI Analysis because a contact is marked Ignored;
(c) storage of Messages from unclassified senders pending the Customer's decision;
(d) a Customer-requested repeat analysis of a previously analysed Message using the Service's Read again function; and
(e) retries or duplicate processing caused by a technical failure of the Service.

A previously stored, unanalysed Live Message from an unclassified sender may consume a Credit if subsequently made eligible for AI Analysis under Section 5.10. The handling of Messages stored during a zero-credit period is governed separately by Section 9.7.

9.4. Unless a specific promotion expressly provides otherwise, Free Credits are used before Purchased Credits. Where more than one Purchased Credit package remains, Credits from the oldest package are used first. The Provider will investigate and correct substantiated credit-accounting errors.

9.5. When the available Message Credit balance reaches zero, the Service suspends further chargeable AI Analysis. For the next 30 calendar days, Broker.farm will continue to receive and store new Messages and attachments from the Customer's active Connected Sources, subject to the availability and technical limitations of the relevant integrations and third-party services, without submitting them for chargeable AI Analysis. These Pending Messages may not appear in the Service's ordinary analysed-message views until they are analysed. No Credits are deducted merely for receiving or storing them.

9.6. If the balance remains at zero, the Provider will send a reminder to the Organisation Administrator approximately 15 calendar days after the balance was exhausted, explaining that receipt of new Messages will stop if the Customer does not replenish its balance. If the Customer has not replenished the balance within 30 calendar days after exhaustion, the Provider will stop collecting new Messages from its Connected Sources and may disable or disconnect the relevant integrations. The Provider will inform the Customer of the suspension and the possibility that Messages received by external services during the interruption may not be recoverable.

9.7. When the Customer replenishes its balance, chargeable AI Analysis may resume. Where Pending Messages were received and stored during the zero-balance period, the Service will inform the Customer of the available backlog and provide an opportunity to decide whether to submit those Messages for AI Analysis. Each eligible Live Message successfully analysed from that backlog consumes one Message Credit under Section 9.1. The Customer is not charged merely because Messages were stored while its balance was zero. Backlog analysis stops if the available balance is exhausted again.

9.8. If the Customer replenishes its balance before the Agreement is terminated, the Provider will permit reactivation of the relevant processing functions in accordance with the Service's applicable connection and security requirements. Where receipt of new Messages has already been stopped, the Customer may need to reconnect or reauthorise its Connected Sources. Reconnection does not guarantee recovery of Messages that the Provider did not receive during the interruption.

9.9. Free and Purchased Credits are contractual units for obtaining AI Analysis through Broker.farm only. They cannot be sold, transferred between separate Customer organisations or exchanged for cash, except where the Terms expressly permit a documented business succession or require settlement of unused Purchased Credits. They have no fixed expiry date while the Agreement remains in force.

9.10. Exhaustion of Credits does not itself terminate the Agreement or erase Customer Data. Continued inactivity following exhaustion may, however, lead to suspension, termination and deletion under Section 19. There are no automatic top-ups or charges to the Customer's payment method without a separate authorised purchase.

10. CHOOSE AND BUY TOP-UPS

10.1. The Pricing Schedule sets out the free allowance, package sizes, prices, currencies and any promotional conditions. It is available through the Service before registration or purchase. The Customer sees the selected package, total price and applicable taxes before confirming a top-up.

10.2. The Customer may order one package or several packages in a single purchase, including before exhausting its current balance. The standard offer does not include automatic recurring billing, a required minimum monthly purchase or automatic top-ups.

10.3. The purchase is made at the price and quantity expressly displayed and accepted at checkout. The Provider may change the Pricing Schedule for subsequent purchases by publishing a new version. Such a change does not retroactively reduce a Purchased Credit balance, its message-processing entitlement or the terms of a completed purchase.

10.4. A specific Customer may be offered individually agreed commercial conditions in an Order accepted in electronic form, including by an exchange of emails demonstrating mutual agreement by persons with authority. An individual Order does not alter the standard public offer for other Customers.

10.5. A promotion may have stated eligibility rules or a limited period of availability. Any restriction must be clear before purchase. Eligibility for one promotion does not establish an entitlement to other promotions.

11. PAYMENTS, PAYMENT PROVIDERS, TAXES AND REFUNDS

11.1. Paid Message Credit top-ups are purchased in advance using an external payment service provider made available at checkout. The available payment methods and the identity of the payment service provider are presented during the purchase process. The Provider remains the supplier of the Broker.farm Service, while payment processing is performed by the relevant payment service provider under its applicable arrangements. The Customer may be redirected to a secure external payment interface to complete the purchase.

11.2. The Provider credits the Organisation Account only after receiving reliable confirmation that the payment has succeeded. A pending, failed or reversed payment does not create an entitlement to the corresponding credits. The Provider will prevent duplicate crediting for the same successful transaction.

11.3. Prices are stated in EUR unless otherwise displayed. Prices exclude VAT, GST, sales tax and similar taxes to the extent permitted for the relevant Customer and jurisdiction. Applicable taxes and the final amount due are presented before purchase where the Provider is required to collect them. The Customer must provide accurate tax and billing details. The Provider will issue required invoices or other legally required transaction documents.

11.4. Unless mandatory law or these Terms provide otherwise, a Customer who voluntarily terminates the Agreement or stops using the Service is not entitled to a refund merely because it has not used all Purchased Credits. Credits are not redeemable for cash.

11.5. If the Provider terminates the Agreement for its own convenience, permanently discontinues the Service or materially fails to provide paid processing without lawful justification and the Customer validly terminates for that reason, the Provider will refund the unused Purchased Credits. The refund is calculated pro rata from the amount paid for each affected package: the net package price divided by the number of Purchased Credits in that package, multiplied by the number of unused Purchased Credits remaining from that package. Free Credits have no refund value. Taxes and any legally required adjustments will be handled in accordance with applicable law. This clause does not limit other remedies that cannot lawfully be excluded.

11.6. If an incorrect credit deduction or payment is established, the Provider will correct the balance or make an appropriate refund. Any refund will ordinarily be made by the original payment method, subject to lawful exceptions and the payment provider's technical capabilities.

11.7. If a payment is charged back, reversed or reported as fraudulent, the Provider may temporarily withhold the corresponding unused credits and reasonably investigate. It will not remove legitimately purchased unrelated credits without a valid basis. Nothing in this clause prevents Customers from making a legitimate payment dispute.

11.8. The tax treatment of top-ups follows applicable tax law. Describing the processing entitlement as a Message Credit does not change the Provider's or Customer's tax obligations.

12. ACCEPTABLE USE AND CUSTOMER OBLIGATIONS

12.1. The Customer must use the Service lawfully and in accordance with third-party platform rules applicable to its Connected Sources.

12.2. The Customer must not:

• access another organisation's information without authority;
• bypass security restrictions or credit metering;
• introduce malicious code or interfere with the Service;
• use the Service for spam, unlawful direct marketing or unlawful access to communications;
• scrape or reverse engineer the Service except to the extent permitted by mandatory law; or
• resell access to the Service or process information for another unauthorised legal entity.

12.3. The Customer is responsible for verifying the legality of its commercial communications and ensuring that the necessary rights and notices exist for employees and third-party correspondents.

12.4. The Customer must maintain its own business records and backups where necessary. Broker.farm is not intended to be the Customer's sole legal archive of commercial correspondence.

13. SECURITY, AVAILABILITY AND SUPPORT

13.1. The Provider will implement security measures appropriate to the risks of operating the Service and processing Customer Data, as described in the DPA. Both parties will take reasonable steps to safeguard credentials and connected systems.

13.2. The Provider will use professional care in providing the Service but does not promise uninterrupted operation, a guaranteed uptime percentage or a fixed support response time unless expressly agreed in an Order or applicable law requires otherwise.

13.3. Maintenance, third-party outages, integration changes, security events and other operational circumstances may temporarily affect availability. The Provider will give reasonable notice of scheduled material interruption where practicable.

13.4. Support requests may be sent to valeriya@berrini.farm. Material security incidents involving personal data will be handled according to the DPA and applicable law.

14. INTELLECTUAL PROPERTY AND CUSTOMER MATERIAL

14.1. The Provider and its licensors retain all rights to the Service, including its software, technology, designs, documentation, know-how and trade marks. During the Agreement, the Provider grants the Customer a non-exclusive, worldwide, non-transferable (except as expressly permitted by these Terms) and non-sublicensable right to access and use the Service through its authorised Users for the Customer's own business operations, including managing communications, offers, negotiations, orders and transactions with business partners.

14.2. This right does not transfer any ownership of software or grant access to source code. It does not authorise use by other corporate entities unless agreed under Section 4.

14.3. The Customer retains rights to its Customer Data. It permits the Provider to use that data only to the extent reasonably necessary to perform the Agreement and in accordance with the DPA.

14.4. The Provider may not publicly identify the Customer, display its name or logo as a reference or publish a case study without the Customer's separate approval. Any marketing preference presented during registration must be genuinely optional and revocable for subsequent use, subject to the terms of the approval.

14.5. The Customer may use, reproduce, modify, share and export summaries, extracted information, drafts and other outputs made available to it through the Service for its lawful business purposes, including after the Agreement ends. This does not transfer rights to the underlying Service, Provider technology or third-party materials. The Provider does not guarantee that AI-generated outputs are unique or protected by copyright.

15. CONFIDENTIALITY AND PERSONAL DATA

15.1. Each party will protect non-public business, technical and commercial information of the other party that is marked confidential or reasonably appears confidential. Disclosure is permitted to authorised persons who need it for the Agreement, are bound by appropriate confidentiality obligations, or where required by law.

15.2. The Provider acts as a processor or subprocessor for personal data handled on the Customer's behalf, to the extent described in the DPA. The Customer may be a controller or processor of that data depending on its own relationship with the relevant individuals and organisations.

15.3. The Provider acts as an independent controller where it determines the purposes and means of processing account, contact, billing, security and commercial communication data for its own purposes, as explained in the Privacy Policy.

15.4. The Customer acknowledges that some integrations and subprocessors may involve processing outside the European Economic Area. Where the GDPR applies, such transfers will require a valid transfer mechanism and appropriate safeguards, as specified in the DPA and relevant subprocessor information. The Provider does not warrant that all processing takes place exclusively within the EEA.

15.5. The DPA governs subprocessors, confidentiality, assistance, security incidents, return and deletion of Customer Personal Data and any applicable transfer arrangements.

16. SUSPENSION AND RESTRICTIONS

16.1. The Provider may proportionately suspend affected functions or access when reasonably necessary to address serious security threats, unlawful use, a material breach, suspected unauthorised access, sanctions obligations or non-payment for a paid purchase, where such purchase has not been completed.

16.2. Where practicable, the Provider will inform the Customer of the reason and opportunity to remedy the issue before restricting access. Urgent security or legal circumstances may require immediate action.

16.3. Suspension will be limited to the necessary scope and lifted when the cause is resolved, unless termination is justified. Where legally required, the Provider will provide reasons and complaint routes.

16.4. Suspension does not remove statutory data-protection rights, valid data retrieval rights or the Customer's entitlement to obtain its data under Section 21. A secure alternative process may be used for data export if unrestricted account access is unsafe.

16.5. Where a restriction concerns information stored at a recipient's request and the EU Digital Services Act applies, the Provider will give any statement of reasons and appeal or complaint information required by that Act.

17. CHANGES TO THE SERVICE

17.1. The Provider may improve the Service, correct bugs and add optional features. It may also modify or discontinue a feature when reasonably justified by legal, security, supplier or operational changes, subject to its contractual obligations.

17.2. The Provider will not arbitrarily take away already purchased Message Credits or substantially reduce the service promised for those credits without a lawful basis, fair prior notice and any required settlement.

17.3. A change that materially affects a Customer's existing rights is governed by the amendment and termination rules in Section 18. Availability of integrations may depend on a third-party provider or local regulatory requirements.

18. CHANGES TO TERMS AND PRICES

18.1. The Provider may amend these Terms when reasonably necessary because of changes in law, security risks, changes to third-party services, technical development or introduction of optional functionality.

18.2. The Provider will notify Customers by email or through an appropriate in-app notice at least 30 days before a materially adverse change takes effect, except where law, immediate security needs or an urgent third-party change requires faster action. The notice will describe the change and effective date.

18.3. The Customer may reject a materially adverse change by terminating the Agreement before it takes effect. If the Provider's change makes the already purchased processing entitlement materially unavailable and the Customer terminates on that ground, unused Purchased Credits are settled under Section 11.5.

18.4. The Provider may require acceptance of a revised version when needed. The Customer will not lose access to legally required export or termination procedures merely because it does not accept new terms.

18.5. Changes to the Pricing Schedule for subsequent purchases may be made without changing these Terms, provided the new price and package size are clearly presented before each purchase. Such changes do not alter completed purchases or previously credited balances.

19. CANCELLING AND DELETING YOUR DATA

19.1. The Agreement begins as described in Section 3.5 and continues until terminated under these Terms. A zero Message Credit balance does not automatically terminate the Agreement or create any recurring fee. It may, however, trigger the suspension and termination procedures described in Sections 9 and 19.

19.2. The Customer may request termination at any time by emailing valeriya@berrini.farm from an authorised address. The Provider may take reasonable steps to verify authority. The Customer may disconnect Connected Sources and stop purchasing credits without terminating the Organisation Account.

19.3. The parties may terminate immediately for a material breach that cannot be remedied or remains unremedied 14 days after notice. Immediate termination may also be justified for serious unlawful activity, a major security incident or sanctions obligations.

19.4. The Provider may terminate the standard Service for operational or business reasons by giving at least 60 days' notice where reasonably practicable. Unused Purchased Credits will then be refunded under Section 11.5, subject to other lawful remedies. A discontinuation does not reduce statutory switching and data retrieval rights.

19.5. Where an Organisation Account has a zero Message Credit balance and the Customer does not replenish it:

(a) the Service will continue receiving and storing Messages without chargeable AI Analysis for 30 calendar days, subject to the availability and technical limitations of the relevant integrations and third-party services, as described in Section 9; and
(b) after that period, the Provider will stop collecting new Messages and may disable the affected Connected Sources;
(c) following suspension of Message collection, the Provider will notify the Customer that the Agreement is scheduled to terminate no earlier than 30 calendar days after the notice, unless the Organisation Account is reactivated or the parties agree otherwise; and
(d) if the balance remains at zero and no continuation is agreed by the notified termination date, the Agreement will terminate on that date, subject to mandatory switching, retrieval and other applicable legal requirements.

The Provider will send the relevant notices to the Organisation Administrator's registered email address. The Customer must keep its contact details accurate and monitor Service notices. Termination and any subsequent deletion remain subject to mandatory data retrieval and switching rights.

19.6. Following termination, the Customer may elect to receive or request deletion of Customer Data in accordance with the DPA and applicable law. Where no mandatory switching, transition or retrieval period applies, the Provider will delete Customer Data from the active Service within 30 calendar days after termination or receipt of a valid deletion instruction, subject to lawful retention requirements. Where an applicable EU Data Act switching or retrieval period or another binding legal obligation requires continued availability, deletion will take place after completion of that process in accordance with Section 21 and the DPA.

19.7. Deletion from the active Service does not immediately remove all copies from security backups. Backup copies are protected, kept separate from ordinary access, overwritten or deleted under the Provider's backup retention cycle, and not used for ordinary Service processing. If a backup is restored, previously completed deletion requests are applied again, except where retention is required by law.

19.8. An account deletion request and an instruction to delete Customer Personal Data will be handled under the DPA and applicable law. A request for earlier deletion may be incompatible with continued use of the Service or retrieval of specified data; the Provider will explain that effect where reasonably practicable.

19.9. Upon termination, any remaining Free Credits cease to be available. Unused Purchased Credits are settled in accordance with Section 11 and any applicable mandatory law. The Customer is not entitled to a second Free Credit allowance upon reactivation or subsequent registration of the same organisation. Termination does not authorise transferring the remaining balance to another organisation except as expressly permitted by these Terms.

19.10. If the Customer returns before termination and while its workspace data remains available, it may resume using its existing Organisation Account after replenishing its balance and completing any required reconnection or security steps. The existing Customer Data may continue to be used to the extent retained and available. The Customer does not receive another initial Free Credit allowance.

19.11. If the Agreement has ended and Customer Data has been deleted, returning to Broker.farm requires a new contractual arrangement and a new configuration of the Service. Data already deleted by the Provider will not be restored from operational backups solely to recreate the former workspace. The Customer may reconnect its external sources and import information only to the extent permitted by the relevant third-party services and the Service's supported functionality. A returning organisation does not become eligible for a second initial Free Credit allowance merely because it creates a new account or repeats Onboarding.

19.12. When collecting Messages from a Connected Source has been stopped, Messages received by the external email or WhatsApp service during the interruption may not be available for later import. The ability to recover such Messages depends on the relevant provider's retention, history-access and integration rules. The Provider does not guarantee recovery of Messages that it did not receive, but remains responsible for its own contractual and legal obligations, including giving the notices required by these Terms and handling Customer Data already held by the Service.

20. COMPLAINTS AND COMMUNICATIONS

20.1. Complaints concerning a transaction, incorrect credit balance, unauthorised processing or the functioning of the Service may be submitted to valeriya@berrini.farm with enough information to identify the organisation and issue.

20.2. The Provider will review a complaint and respond by email or another durable electronic method within 14 calendar days of receipt. If additional information is reasonably needed to investigate the matter, the Provider may ask for it promptly; this does not extend a mandatory statutory response period. Rights and remedies provided by applicable law remain unaffected.

20.3. Routine notices may be sent to the Organisation Administrator's registered email address or displayed in the application. Notices of material Terms changes, termination or security incidents will be given in a manner appropriate to the subject and required law.

20.4. Where the EU Digital Services Act (Regulation (EU) 2022/2065) applies to specific hosting functions of the Service, notices identifying allegedly illegal stored information may be submitted to valeriya@berrini.farm. A notice should identify the relevant material, explain the alleged illegality and provide enough information to locate it, together with the notifier's contact details where legally required. The Provider will assess such notices and communicate decisions and any available redress in accordance with applicable law. This provision does not state that the Service publicly disseminates Customer messages or operates an online marketplace.

21. EXPORT AND SWITCHING UNDER THE EU DATA ACT

21.1. Where Chapter VI of Regulation (EU) 2023/2854 (the EU Data Act) applies to the Service, the Customer may request switching to another service of the same service type, transfer of exportable data and digital assets to its own ICT infrastructure, or termination and deletion. The Provider will not impose unlawful technical, commercial or contractual obstacles.

21.2. The Customer may submit a switching request to valeriya@berrini.farm, identifying its Organisation Account, the requested destination (if any) and the scope of the data. The Provider may use a support-assisted export process rather than a fully automated self-service wizard, provided the legal requirements are fulfilled.

21.3. The notice period for initiating switching will not exceed two months. The standard transition period will not exceed 30 calendar days after the applicable notice period, unless an exception provided by the Data Act applies. Where the standard period is technically infeasible, the Provider will provide the information and alternative schedule required by the Data Act, including notice within the applicable 14 working days and the statutory maximum alternative period.

21.4. During the transition, the Provider will continue the contracted functions to the extent required by law, exercise appropriate care to maintain continuity and data security, provide reasonable switching assistance and communicate known transition risks.

21.5. The Customer will have a retrieval period of at least 30 calendar days after the applicable switching transition, in accordance with the Data Act. The Provider will thereafter erase exportable data and digital assets in accordance with applicable law and Section 19, subject to required legal retention.

21.6. The categories of exportable data, exclusions, export method and available formats are set out in Schedule A. The Provider makes legally required information about switching, interoperability and export formats accessible through its Website and supplies practical assistance through the contact address stated in these Terms.

21.7. Any switching charge imposed before 12 January 2027 must be lawful, disclosed and limited to direct switching costs under the Data Act. From 12 January 2027 no switching charges will be imposed where prohibited by Article 29. Standard Service charges for purchased processing are listed in the Pricing Schedule. There is no fixed-term early-termination penalty under these standard Terms.

21.8. The Provider is not required to transfer its proprietary source code or disclose protected business secrets beyond mandatory law, replicate its application at another provider or guarantee that another provider can reproduce all Broker.farm functions. It must nevertheless provide legally required exportable data and switching assistance.

21.9. Switching and export requests do not deprive data subjects of rights under applicable data-protection laws. The DPA governs instructions concerning Customer Personal Data.

22. LIABILITY

22.1. The Provider will perform its obligations with the professional care expected of a SaaS provider. The Customer acknowledges that software and AI-assisted processing may contain errors and that external integrations depend partly on external systems.

22.2. The Provider does not warrant commercial results, the accuracy of every extracted term, or uninterrupted operation. It remains responsible for failure to perform its own contractual obligations as required by applicable law.

22.3. To the extent permitted by applicable law, the Provider is not liable for lost profits, loss of business opportunities or indirect losses that are not the normal and foreseeable consequence of its breach. This clause does not displace mandatory remedies.

22.4. Subject to Section 22.6 and Section 23, the Provider's aggregate contractual liability arising out of the Agreement is limited to the greater of (a) EUR 500 and (b) 100% of the net fees paid by the Customer for Message Credits during the 12 months preceding the event giving rise to the claim. An Order may set a different liability cap.

22.5. Claims arising from the same event or substantially related events are aggregated for this purpose. Each party will take reasonable steps to mitigate its loss.

22.6. These limitations do not apply to liability for intentional misconduct or gross negligence, liability that cannot lawfully be limited, or mandatory rights of protected customers or data subjects. They do not purport to restrict statutory obligations toward supervisory authorities. Any mandatory local rule overrides an inconsistent limitation.

22.7. The Customer is liable for unlawful use of its connected resources, its users' activities and breaches of its obligations to the extent permitted by applicable law. This does not remove the Provider's responsibility for its own acts, omissions or selected subprocessors.

22.8. The availability of historical Messages following suspension, disconnection or reconnection of a Connected Source depends in part on the functions and retention policies of the relevant third-party provider. The Provider does not guarantee that Messages which were not received by Broker.farm during a notified interruption can subsequently be retrieved from an email provider, WhatsApp or another external service. This does not exclude or limit the Provider's liability for its own breach of the Agreement, failure to handle data already received by the Service in accordance with its obligations, or liability that cannot lawfully be excluded.

23. SPECIAL RIGHTS OF CERTAIN SOLE TRADERS

23.1. Where the Customer is a natural person entering into an Agreement directly connected with that person's business, but not of a professional nature within the meaning of Article 7aa of the Polish Consumer Rights Act or Article 385⁵ of the Polish Civil Code (a Protected Business Customer), the mandatory protections applicable under Polish law prevail over inconsistent provisions of these Terms.

23.2. Where applicable, a Protected Business Customer may withdraw from a distance Agreement within 14 days without giving a reason. Instructions for exercising this right and the required information will be provided as required by law. This right is not removed merely because the Agreement is described as B2B or the Customer received Free Credits.

23.3. If a statutory withdrawal right applies and the Protected Business Customer requests immediate commencement of a paid or free digital service before the withdrawal period ends, the Provider will obtain any express request and acknowledgement required by law and will apply the relevant statutory settlement rules. The standard registration design must not presume or conceal a waiver of mandatory rights.

23.4. Statutory remedies for a lack of conformity of a digital service, other mandatory withdrawal rights, restrictions on unfair terms and any applicable complaint deadlines remain available. Sections concerning no refunds, liability limitations or changes to the Service do not override those rights.

24. GENERAL TERMS, LAW AND DISPUTES

24.1. Each party acts as an independent contractor. The Agreement does not create an employment, agency, partnership or joint venture relationship.

24.2. Neither party is liable for delay caused by an extraordinary external event that could not reasonably be prevented despite appropriate care. The affected party will inform the other party as reasonably practicable and seek to mitigate the impact. Rights concerning unused prepaid processing remain governed by Sections 11 and 19.

24.3. The Provider may engage subcontractors and technical suppliers to perform the Agreement while remaining responsible for its own obligations and complying with the DPA. Changes in corporate form or transfers of the business do not by themselves replace any consent required for the assignment or assumption of contractual duties.

24.4. The Customer may transfer the Agreement to a lawful business successor with the Provider's prior reasonable consent, provided that applicable rights and obligations are properly assumed. Such transfer does not automatically authorise a sale or exchange of credits.

24.5. The Agreement is governed by Polish law, without prejudice to any mandatory law that cannot lawfully be excluded. Before litigation, the parties will attempt in good faith to resolve a dispute through direct communication for at least 15 working days, without restricting urgent relief or statutory deadlines.

24.6. Subject to mandatory jurisdiction rules and applicable formal requirements for an exclusive choice-of-court agreement, disputes will be submitted to the courts of Warsaw, Poland having jurisdiction over the Provider's principal place of business. This does not restrict rights that the parties cannot lawfully waive.

24.7. The English version of these Terms is the controlling contractual version unless a specific Order expressly states otherwise. Translations are provided for convenience. If any provision is unenforceable, the remainder remains in effect to the extent permitted by law.

24.8. These Terms, the applicable Pricing Schedule, the DPA and any agreed Order comprise the entire contractual arrangement relating to the Service. A separate confidentiality agreement remains effective to the extent it does not conflict with mandatory law and the relevant documents.

SCHEDULE A — EXPORTABLE DATA AND SWITCHING INFORMATION

This Schedule sets out the categories of Customer data handled by the switching and export process under Section 21. It forms part of these Terms. The export includes data and digital assets that qualify as exportable under applicable law and are held in Broker.farm for the Organisation Account.

A.1. Data included in an export

To the extent stored in the Organisation Account and covered by the Customer's export rights, the export includes:

1. Organisation profile and account configuration provided by the Customer.
2. User names, roles and Organisation permissions, excluding authentication secrets.
3. Contacts, counterparties, customer-defined categories and Ignored-contact settings.
4. Imported and received emails, WhatsApp messages and associated metadata retained in the Service, including Pending Messages that have been stored but not submitted for AI Analysis.
5. Attachments and files imported by the Customer and retained in the Service.
6. Product, variety, packaging and other business data entered by the Customer.
7. Structured records of offers, prices, negotiations, orders, deals and transaction information extracted from Customer messages or entered by Users.
8. Customer notes, corrections, labels and approved records.
9. Records of credit purchases and consumption, where they are necessary to account for purchased processing rights and the Organisation's use of the Service.

The Provider exports the Customer's available data and associated metadata; it does not warrant that information deleted before the request can be recovered.

A.2. Data excluded from an export

The export does not include:

1. Broker.farm source code, proprietary models, prompts, algorithms or trade secrets, except to the extent mandatory law requires otherwise.
2. Passwords, private keys, access tokens, internal secrets or information the disclosure of which would undermine service security.
3. Internal operating and monitoring information that is not exportable Customer data under applicable law.
4. Information that cannot lawfully be disclosed because of mandatory restrictions or rights of third parties, subject to the safeguards and remedies required by law.

These exclusions do not restrict statutory rights to exportable data or digital assets.

A.3. Export request and delivery

The Customer submits an export or switching request to valeriya@berrini.farm from an authorised Organisation contact and identifies the Organisation Account and the data requested. The Provider may verify authority, clarify the scope of the request and, where relevant, obtain details of a destination provider authorised by the Customer.

The Provider supplies exportable data in structured, commonly used and machine-readable formats appropriate to the relevant data category. Structured business records are supplied as portable tabular or structured files; messages, attachments and Customer-imported materials are supplied in portable file formats that preserve the underlying information so far as reasonably possible. Exports are delivered through a secure, access-controlled electronic channel to the Customer or an authorised destination provider.

The applicable notice, transition, retrieval, assistance and deletion periods are set out in Section 21. An export does not include a right to operate the proprietary Broker.farm software outside the Service.

A.4. Switching information and security

Information about exportable data categories, data structures, formats and relevant interoperability standards is made available through the Service or its public legal pages. The Provider also informs the Customer of the technical access method and the data included before a requested transfer begins. Data-protection safeguards, processing locations and subprocessor arrangements are addressed in the DPA and associated subprocessor information. The Provider takes measures required by applicable law to prevent unlawful access to Customer data by public authorities outside the European Union.

The Customer may request further information about supported formats, data structures and switching arrangements at valeriya@berrini.farm.