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T&C Business Account

updated 6/19/2023

LAST UPDATE: Jun 20, 2023

These terms and conditions (“Terms”) represent a legal agreement between you and Pineapple Square S.R.L., a limited liability company incorporated and existing under the laws of Romania, registered with the Trade Registry under no. J05/1739/2021, EUID: ROONRC. J05/1739/2021, sole identification number (CUI) 44548537, headquartered in Oradea, Calea Aradului 15, bl. P71, floor 4, ap. 18, Bihor County, Romania ("Pineapple Square" or “Us”, on accessing and/or using the Pineapple Square platform available on the AppStore or Google Play Store (“Platform”) and any related services available on the Platform (“Services”).

You can only use the Platform according to these Terms. Please read these Terms carefully, as they contain important information regarding your rights and obligations. These Terms include various limits and exclusions, setting Our liability, jurisdiction in dispute resolution and the applicable legislation for Our Services.

The use of the Platform is equivalent to a confirmation that you understand and fully agree with these Terms. The Platform may only be used if you accept these Terms as presented, by checking the respective checkbox in the Platform.

We reserve the right to modify these Terms at any moment. If We modify the Terms, We shall publish the updated version on the Platform, We shall update the date of the “last update” indicated at the top of these Terms and We shall adequately inform you, at least 15 (fifteen) calendar days before the application of any modification, by e-mail and/or by displaying a notification in the Platform for this purpose. After amending the Terms, you can continue using the Platform only if you accept the amended Terms.

If you do not agree with the provisions of the Terms, do not access or use the Platform anymore.

DEFINITIONS

  1. Terms written with a capital letter shall have the meanings in this Section 1 – Definitions or where they are used for the first time.

  2. The following terms shall have the following meanings, both in their singular and in their plural form:

Appointee” means a person with relevant access rights granted by the Supplier;

Client” means any individual or entity interested in the Supplier’s Products made available on the Platform, who sends a Request for quotation to a Supplier through the Platform or with whom the Supplier concludes an agreement;

“Content” refers to any information and/or pieces of data provided by you on the Platform, directly or indirectly, including, without limitation, profile information and any of the data collected by the Platform regarding the use of the Platform and/or the Services;

“Intellectual Property Rights” refers to any intellectual and/or industrial property rights, as defined in the entire world, including, without limitation: copyright and related rights, invention rights, rights over a granted patent and rights that derive from a granted patent, rights related to technical developments, rights related to utility models, rights over a certificate regarding a utility model and rights that derive from granted utility model certificates, rights over trademarks, rights that derive from the registration of trademarks and from applications for the registration of trademarks, rights over geographical indications, rights over industrial designs and industrial drawings, rights that derive from applications for the registration of industrial drawings and designs, rights that derive from registration certificates for industrial drawings and designs, rights that derive from the registration of industrial drawings and designs, rights over topographies of semiconductor products, rights that derive from the registration of applications for topographies of semiconductor products, sui generis rights regarding databases, rights that could be subsequently acknowledged over databases, rights regarding domain names and software account access data, rights over software, any rights over software and hardware configurations, rights related to confidential information, rights over trade secrets, tradenames and know-how, and any other rights of intellectual and/or industrial property and other similar or equivalent rights (registered or unregistered) which exist or may exist globally, with all returns, recoveries, extensions and renewals of such rights (registered or unregistered), all registrations and pending registrations regarding any such rights, the benefit of any application pending registration and the right to request the registration of such rights, and all rights to action, powers or benefits belonging to or resulting in relation to such rights (including the right to sue and recover damages for past breaches);

“Product” means any of the products and / or services made available by Suppliers through the Platform;

Request for quotation” means a request sent through the Platform by a Client to a Supplier in relation to their Products;

Supplier” means the term generally used for manufacturers, resellers, distributors or other professionals who have a registered user account and offer their Products through the Platform, holding the legal form of organization required by the applicable law;

Trial Period” means a period of 90 (ninety) calendar days from the registration of a user account, during which several functionalities of the Platform may be used free of charge, such as, managing your User account, posting Products on the Platform, creating offers using the bidding functionality. For clarity, if, during the Trial Period, you want to use other functionalities or tools of the Platform / Services than those mentioned above, you may be required to pay for them. After the end of the Trial Period, you must either choose a paid subscription or stop using the Platform; 

User” or “you” means Suppliers who use the Platform as part of a paid subscription plan and / or during the Trial Period, as the case may be.

  1. All the other terms written with capital letters have the meaning indicated when used for the first time or, as the case may be, defined for the first time.

USE OF THE PLATFORM

  1. In order to avoid any doubt, any reference in these Terms to a Supplier / you and any obligation established as your responsibility is also a responsibility of any Appointee, unless provided otherwise. 

  2. In case of all the actions or activities that an Appointee performs or carries out within the Platform, as well as in using the Services, We will assume that the Appointee has been authorized by the Supplier to do so and the Appointee represents and warrants that he/she has received such authorization from the Supplier and is at least 18 years old. The Supplier is directly responsible for any Appointee who uses the Services and/or the Platform. 

USER ACCOUNT

  1. You may only use the Services and / or the Platform after registering the user account (“User Account”).

  2. In order to set up and access the Account, you shall provide a valid e-mail address and fill in the information required in the account creation form. The User Account is exclusively designed for personal use and it is not permitted to share / disclose the login data / licenses to any other persons nor to be used by any other persons, either inside or outside the organization, except for the Appointees. A valid e-mail address may be associated with a unique account.  

  3. Following the creation of the User Account, you may send invitations to the Appointees, which will be added to your User Account and will be able to use certain functionalities of the Platform, depending on the role established by you. 

  4. You have the possibility to amend and / or add additional information to your User Account at any time, by accessing the Account Settings.

  5. A User Account may only be deleted upon your express request, which may be formulated by sending an e-mail to support@pineapplesquare.com or in App by clicking your profile picture on the bottom right corner of the screen, then Info menu and last but not least click “Delete profile”. For further information on the processing of personal data or used cookies, please read the Privacy Policy, available at https://pineapplesquare.com/privacy-policy and the Cookie Policy, available at https://pineapplesquare.com/cookie-policy which are periodically updated.

  6. All the data that is provided by you for creating a User Account shall be accurate, current and complete. If you provide personal data of third-party individuals, you must comply with the personal data protection legislation.

USE OF THE USER ACCOUNT

  1. During the Trial Period, you will have access to several functionalities of the Platform, as detailed in the Definitions Section above. Following the Trial Period, characteristics and functionalities related to your User Account may depend on the conditions and terms of the selected Subscription.

  2. Every time you use the User Account, you must consider the following precautions: (a) choose a powerful password, and (b) protect the data of the User Account and the access thereto.

  3. If there is a reasonable doubt that any information provided by you is incorrect, untrue, not up to date or incomplete, We reserve the right, but not the obligation, to send you a notification (in the Platform and/or by e-mail) in order to ask for the error to be remedied, or We can fully or partially limit the access to the Services and/or the Platform, as the case may be. You must maintain updated all the information provided within the User Account or notify us as soon as possible if there is a modification, as the case may be.

  4. If there is a suspicion of unauthorized use or you learn of any unauthorized use of the User Account or of any part thereof or of any security breach, you must immediately notify Us at support@pineapplesquare.com. You understand and agree that We may ask you to provide information which may be used in order to confirm your identity and ensure the security of the User Account. 

  5. You understand and agree that you shall be responsible for all the activities that are carried out in the User Account and, to the maximum extent permitted by the law, you accept all the risks pertaining to any authorized or unauthorized access to your User Account. We shall assume that any communications We receive from your User Account were sent by you.

  6. Pineapple Square is not liable for any losses, liabilities, expenses or damages resulted from your non-compliance with the security obligations or best practices indicated in these Terms. To the maximum extent permitted by the law, you shall be responsible for any losses, damages, liabilities, expenses and attorney fees incurred by Pineapple Square or by a third party following the use of your User Account by another person. If you lose access to the User Account or ask information about a User Account in another manner, Pineapple Square reserves the right to request from you any verification it deems as necessary before reestablishing the access or providing information about such an account, at its sole discretion.

SUBSCRIPTION SERVICES AND PAYMENT

  1. Services may be accessed only by Users who have a registered User Account, either during the Trial Period or based on a paid subscription following the Trial Period (“Paid Subscription”) and may depend on the functions you wish to use. 

  2. The functions and conditions (including the Subscription periods, fee cycles and prices) which are available to you may depend on the selected Subscription. 

  3. Paid Subscription Price

    1. You must pay the price of the Paid Subscriptions in advance, on a monthly basis or annually, as agreed by you and Pineapple Square (hereinafter referred to as “Price”).

    2. You shall be responsible for paying all the costs (such as bank fees) associated with your Paid Subscription.

    3. In case of online card payments that are not made within the agreed deadlines, We shall grant an additional term of 30 (thirty) calendar days, which shall start on the initial date on which the online payment was due (“Additional Term”). During the Additional Term, the automatic debiting of the card registered by you in your User Account shall be attempted 3 (three) times before discontinuing the access to the Services. For clarity purposes, if the automatic debiting of your card with the amount related to the Services was not successful within the Additional Term or you have not manually inputted the data of another card to be debited, We reserve the right to stop the access to the Services related to the Platform until the payment is made or until We reach an agreement following negotiations.

    4. We reserve the right to modify the Prices of the Subscription at any time, case in which We shall adequately notify you and the new Prices shall be applied as of the renewal of the Subscription or at the beginning of a new Subscription, if appropriate. 

Payment of the Paid Subscription Price 

  1. As regards Paid Subscriptions, you may make the payment online or by a bank transfer, through an authorized payment processor or a financial institution (banks). If you wish to pay by bank transfer, please contact us in advance at support@pineapplesquare.com.

  2. We are not responsible in relation to the bank card payment processing service provided by the payment processor, for any errors of any kind and/or for any fraud that derives from or in relation to the operation of this service.

  3. For clarity purposes, in case of online payments, you agree to comply with the terms and conditions of the online payment processor, available at https://stripe.com/en-gb-ro/legal. The payment is made through the secured payment system Stripe. All the information of the card used for making the payment shall only be filled in on the secured platform of the payment processor, and shall only be accessed by the latter. Pineapple Square does not access or retain in any way information related to your card. You acknowledge that, in any situation, the authorized payment processor is the only party that is responsible for the security of your payment information. 

Paid Subscription Renewal

All Paid Subscriptions are automatically renewed, without any action on you part. After the end of the period related to the Paid Subscription, the term of the Paid Subscription shall be extended with a new period, equal to the initial / previous period. Nevertheless, the Paid Subscription shall not be renewed (i.e., the period shall not be extended) if you or Pineapple Square notify the other party, at least 30 (thirty) calendar days before the end of the Paid Subscription period, regarding the intention of not renewing the Paid Subscription. For clarity purposes, you shall send such notification to support@pineapplesquare.com

INTELLECTUAL PROPERTY RIGHTS. LICENSE

  1. The entire content of the Platform and of the Services, including, without limitation, texts, images, charts, web graphics elements, scripts or any other data is protected by the Intellectual Property Rights of Pineapple Square or its providers. Pineapple Square grants you a limited, for personal use, non-exclusive and non-transferable license to use the Platform / Services for yourself and/or for the Appointees, as the case may be, during the Trial Period or the Paid Subscription and under the applicable conditions. For clarity purposes, the price of the license is included in the Price of the Paid Subscription, representing 15% of this price.

  2. As a User, you must comply with the Intellectual Property Rights of Pineapple Square or its providers (where such providers and their respective rights are indicated in the Platform). Using any Platform elements without Our written approval is strictly forbidden and is punished according to the applicable legislation. Unless expressly provided by Pineapple Square and/or unless there are contrary provisions in these Terms, nothing shall be interpreted as representing a transfer of Intellectual Property Rights to you or any other party. Using any information, data, images from the Platform for republication, total or partial distribution or any other purposes which are not expressly allowed by these Terms, without the prior written approval of Pineapple Square, is forbidden and you will be punished according to the applicable legislation.

  3. In the case of Content published on the Platform, you are granting Us a non-exclusive, sublicensable, free, unlimited in time and space license for all the Intellectual Property Rights over the Content. By sending and/or uploading the Content on the Platform, We have the right to publish, republish and maintain the Content on the Platform, during the existence of the Platform, without any financial compensation for you or to use the Content for statistical, marketing or other purposes deemed necessary. 

MAINTENANCE

  1. Pineapple Square shall make reasonable efforts in order to ensure that the maintenance of the Platform and Services, which may require the interruption of your access, shall not be carried out during the normal business hours (from 09:00 to 18:00 Romanian local time, from Monday to Friday, except for legal holidays), except for emergency maintenance operations, which can cause the interruption of the access to the Platform and/or Services at any time. However, We cannot guarantee at any moment that the access to the Platform and/or Services shall not be interrupted in the intervals indicated in this paragraph, case in which Pineapple Square shall not be responsible for the interruption of the Services / of the access to the Platform.

  2. We try to constantly update the Platform and Services. If you discover that the Platform / Services include an error, you may report this aspect at any moment, by contacting Our support service at support@Pineapple Square.com, and We shall make reasonable efforts to investigate such situations and, if possible, to correct the errors. You understand that the Platform and Services may include data and information provided by third parties and, consequently, the correction of errors and the resolution of the malfunctions may require actions on those third parties’ part, such a situation not being entirely under the control of Pineapple Square.

FORBIDDEN CONDUCT

  1. You cannot use the Platform for purposes and/or activities which are illegal, immoral or unauthorized. In using the Services and the Platform, you must make sure that you do not breach any laws applicable to you or your activity.

  2. Under the sanction of immediately interrupting the access to the Services / Platform, without prior notice and with your obligation to cover any damage caused following the non-compliant conduct, you shall abstain from any conduct which is non-compliant or causes damage to Pineapple Square, including, without limitation:

  3. using the information obtained in any way following the use of the Services / Platform in order to build a database for resale purposes or in order to provide access to this information to a third party which has not been authorized in this respect and in advance by Pineapple Square, carrying out activities that are similar to those of Pineapple Square; allowing the access to this information to a third party, which carries out activities that are similar to those of Pineapple Square, as a result of failure to take the necessary security measures in order to protect the information acquired by you while using the Services / Platform;

  4. using a User Account that belongs to another user and using another identity by any means (for example, by using an e-mail address, name, pseudonym or otherwise) than your real identity;

  5. modifying, distributing, sending, displaying, publishing, reproducing, granting licenses, creating derivative products, transferring or selling any information or services obtained by reproducing, modifying or displaying the content from or obtained via the Platform without the written approval of Pineapple Square;

  6. removing or modifying any notifications regarding copyright, trademarks or other Intellectual Property Rights in relation to the Services or Platform;

  7. using the Services or Platform in order to create, transmit or receive materials that breach the legal provisions in force or have obscene, abusive, vulgar, defaming, offensive, threatening content or breaching Intellectual Property Rights;

  8. attempting to elude any security measures or to exploit any technical limitations of the Services and/or Platform;

  9. using the Services and/or Platform in a manner that infringes upon the interests of Pineapple Square, including, without limitation, by performing or allowing the performance of cracking or hacking activities, “Denial of Service” attacks or others, introducing viruses, other materials/technologies which may fully or partially affect the integrity and/or operation of the Platform and of its related systems and/or networks;

  10. carrying out criminal activities or activities that cause damage, including child pornography, fraud, trafficking obscene materials, drug trafficking, gambling, content which instigates to hatred or violence, which encourages or provides instructions for committing crimes or which infringes upon the rights of any person, harassment;

  11. removing or manipulating headers or any other identifiers (including, without limitation, URL addresses) in order to hide the origin of any data sent through the Platform and/or while using the Services;

  12. exploiting the Services and/or Platform in order to create a product or service that competes with any of Pineapple Square’s products or services;

  13. performing unauthorized operations on the Platform and attempting to perform them, including, without limitation: abusive and/or fraudulent use, unauthorized access, modifying and copying information in order to sell it or blocking the access;

  14. using software, devices, scripts, bots, other automated means or processes for accessing, copying or duplicating any content on the Services and/or Platform;

  15. damaging the name, reputation, image of the Platform, Pineapple Square, the shareholders, directors or personnel of Pineapple Square in relation to the use of the Services and/or Platform by you;

  16. exploiting the Services and/or Platform for any unauthorized commercial purpose;

  17. using the Services and/or Platform on behalf of a company, without being entitled to represent the respective company.

  18. If you are accused of one or several actions/inactions out of those provided in the previous paragraph, without limitation, Pineapple Square, depending on the type of the conduct of which you are guilty, may:

  19. notify the competent authorities and provide them with all your personal data; and/or

  20. remove Content that does not comply with the aforementioned provisions, and suspend your User Account until the completion of the endeavors of the competent authorities or until Pineapple Square unilaterally decides to reactivate the User Account.

  21. In any of the situations provided in this Section 8 (Forbidden Conduct) without limitation, insofar as We have been caused any type of damage, We have incurred costs or the financial situation of Pineapple Square has been affected in any way, you are the only person who is responsible for fully remedying those damages and for any other judicial costs incurred for the endeavors made for remedying the damage / resuming the previous situation.

PLATFORM MODIFICATIONS. SUSPENSION AND CESSATION OF THE PLATFORM / SERVICES USE 

  1. Pineapple Square reserves the right to modify, temporarily or permanently, with or without prior notification, the Platform and/or Services at any time, without affecting the functions of the ongoing Paid Subscriptions. 

  2. Without infringing upon the other provisions from these Terms or any available remedies according to the law, Pineapple Square may immediately discontinue your use of the Services/Platform, without any prior formalities and without the intervention of courts of law (i.e. legal termination by law of this contract), if you do not comply with the payment obligations comprised in Section 5 - Services and Subscription Payment, including if any payment owed by you to Pineapple Square is refused, rejected or reversed, for any reason, during the term of the Paid Subscription and in case of the non-compliance with the provisions comprised in Section 8 - Forbidden Conduct, Section 12 - User’s Guarantees, Section 13 – Assignment, as well as in the case referred to in Clause 11.5. – Liability.

  3. During the Trial Period, Pineapple Square may interrupt your access at any time, by sending a notification 3 (three) calendar days in advance.

  4. You agree that Pineapple Square shall not be held accountable towards you or third parties for any modifications, suspensions of the provided Services/Platform nor for interrupting the access to the Services/Platform, according to sections 9.1., 9.2. and 9.3. above.

COMPENSATIONS

You agree to compensate Us and any of Our employees, licensors, providers or partners against any receivables, damages, payments, fines, decisions, debts, losses, costs and expenses of any type or nature, including the costs of litigations, legal taxes and attorney fees that derive from or are in any way related to (i) using the Platform and/or Services; (ii) breaching these Terms or the rights of any third party; (iii) breaching the applicable laws in relation to the conduct, access or use of the Platform and/or Services. You agree that in any of the situations mentioned above, the compensation owed by you cannot be less than EUR 50,000.

LIMITATION OF LIABILITY

  1. To the maximum extent permitted by law, Pineapple Square shall not be held liable towards you or third parties for any direct or indirect damages caused by using or accessing the Platform, the content of the Platform materials and the Services, including, without limitation, actually incurred damages and unobtained profits or other intangible losses resulted from profit losses (irrespective of whether they are directly or indirectly incurred); business reputation losses, costs related to purchasing substitute goods or services, resulted from or in relation to the Platform and Services, irrespective of the liability theory (contractual or in tort).

  2. You are exclusively responsible for accessing the Platform and/or Services via the Internet. You understand that the Platform is Internet-based and you understand and accept the security risks that are inherent to these web applications and websites, including, without limitation, the risk of losing Internet connections, the risk of hardware or software malfunctions and the risk for unauthorized third parties to use your User Account. Thus, you agree that We shall not be liable for any malfunctions, communication failures, delays, errors or any security breaches. 

  3. You agree that We shall not be liable for any breach or delay in complying with Our obligations resulting from any situation that is beyond Our reasonable control, including, without limitation, acts or omissions of third parties, earthquakes, floods, military conflicts or technical malfunctions (Internet connection, server access etc.). 

  4. For clarity purposes, Pineapple Square cannot be held accountable in any situation for (including, without limitation):

  5. any interruptions in providing the Services / Platform or decrease in their quality, caused by actions or omissions of service providers, malfunctions or maintenance works on networks or equipment, force majeure events and any other causes that are independent of the will and control of Pineapple Square, including, without limitation, the incapacity to connect or complete the communication;

  6. full or partial interruption in providing the Services / Platform or any parts thereof following cyber-attacks or the impossibility, caused by any reason, of accessing the public sources from which the data derives.

  7. You understand that Pineapple Square only acts as an intermediary between you and Clients and therefore, Pineapple Square cannot be held liable for any kind of misunderstandings arising from your relationship with Clients. However, you understand that your attitude towards Clients impacts Our business and, therefore, you agree that Pineapple Square may, at any time, verify that your use of the Platform does not harm us in any way (for example, but not limited to, repeated failure to respond to Client’s Requests for quotations within 24 hours of their receipt or unjustified non-provision of the Products to Clients). In such a case, you understand and agree that We have the right to immediately discontinue your use of the Services/Platform, without any prior formalities and without the intervention of courts of law.

USER’S GUARANTEES

Under the sanction of immediately interrupting the access to the Services and/or Platform, without prior notice, but with your obligation of remedying any damage caused by non-compliant conduct, you guarantee that you:

  1. are a legally established legal person / are at least 18 years old, as the case may be, and/or have the legal right and capacity or authorization to accept and comply with these Terms and to use the Platform and/or Services;

  2. provide real and accurate information; you accept full liability for the provided data and accept the fact that Pineapple Square shall not be held accountable towards you and/or third parties for damages of any nature resulted from your failure to provide correct information;

  3. at any time, comply with all the applicable laws, rules and regulations, including, without limitation, the data protection legal provisions.

ASSIGNMENT

Pineapple Square may assign these Terms and/or any or all its rights or delegate any and all its obligations according to these Terms without your consent. All the provisions of these Terms are extended to and shall be mandatory for the successors and assignees of Pineapple Square. You are not entitled to assign these Terms or any of the rights and/or obligations that derive from these Terms to another person or entity, without the prior written consent of Pineapple Square.

EXTERNAL AND OTHER WEBSITES

  1. The Platform may contain URL links to websites or resources of third parties. These URL links to third-party pages are provided only for informative purposes. In any case, especially because of the volatile nature of Internet information, Pineapple Square cannot control the nature or content of these external sources and, consequently, is not responsible or liable for the use or unavailability of third-party websites or for the content or other materials available on third-party websites, which you could access through Our Platform.

PERSONAL DATA

For information on how We collect, use and share personal data and cookies, please read Our Privacy Policy, available at https://pineapplesquare.com/privacy-policy and Cookie Policy, available at https://pineapplesquare.com/cookie-policy, which are updated constantly. 

SEVERABILITY

If any provision of these Terms is deemed as illegal, null or inapplicable for any reason, this provision shall be deemed as severable from these Terms and shall not affect the validity and applicability of the other provisions.

NON-ENFORCEMENT

The implementation of these Terms is exclusively at Our discretion and Our omission to enforce any of the provisions of the Terms in certain cases does not constitute a waiver of Our right to enforce those provisions in other cases.

APPLICABLE LEGISLATION

All legal aspects, those related to rights and remedies regarding any action, event or incident, implemented in virtue of or in relation to Pineapple Square or the Services / Platform and any other aspects regulated by these Terms shall be governed and interpreted according to the Romanian laws in force. 

LITIGATION RESOLUTION

All complaints, litigations or disputes that may derive from the interpretation, implementation of these Terms or which are in any way related to your use of the Services / Platform, which cannot be amiably resolved by direct discussions and negotiations within 30 (thirty) business days after the registration of the complaint, shall be exclusively resolved by the competent Romanian courts of law. 

NOTIFICATIONS

For any information or notifications, you may contact us at: support@pineapplesquare.com.