PERNO TERMS OF SERVICE

Version 1.5  •  document dated 5 August 2026  •  effective upon publication on the PERNO website

One set of Terms covers the entire PERNO platform and every module activated in the Account. The standard Agreement is concluded electronically at registration; subsequently enabling a module, plan or PSP does not require renewed acceptance of the Terms or a separate order.

§ 1. Operator and B2B nature

The operator of PERNO and party to the Agreement is Z3X spółka z ograniczoną odpowiedzialnością, with its registered office in Gdańsk at al. Grunwaldzka 223, 80-236 Gdańsk, Poland, KRS 0000882886, NIP 5842801536, REGON 388133246, share capital PLN 135,000.00, e-mail: [email protected] (“Z3X”, the “Operator”). PERNO is a technology product of Z3X and not a separate legal entity.

The Services are intended exclusively for businesses, legal persons and other organisational units using PERNO for business, professional or statutory purposes (the “Customer”). A consumer may not enter into an Agreement under these Terms.

§ 2. Definitions

Active Scope. The current record in the Account of the modules, features, plan, PSP, environment, billing period and other parameters selected by the Customer. It evidences the Customer’s instruction under the Agreement and is not a separate agreement, order or amendment.

Account. The access environment for the Customer and its authorised Users.

Agreement. The agreement to use PERNO concluded under these Terms, including the Active Scope and price shown in the Account and only those additional terms expressly agreed by the Parties.

Customer Data. Data, content, configurations and information supplied by the Customer or Users or processed for the Customer within the Active Scope.

Documentation. Current technical instructions, feature descriptions and requirements made available by Z3X.

Module. One of the functional parts of the Platform: PERNO Orchestration, PERNO Store, PERNO PayEvento or PERNO Company.

Plan. The functional and billing option selected in the Account.

Platform or PERNO. Z3X’s SaaS software service together with the active Modules, Documentation and agreed support.

PSP. An external authorised payment service provider operating under its own agreement, terms and legal obligations.

Terms. This document, including the standard data processing provisions in § 15.

User. A natural person using the Account with the Customer’s authorisation.

§ 3. Registration and conclusion of the Agreement

A person authorised to act for the Customer concludes the Agreement by selecting “I accept the Terms” during registration and activating the Account. Before acceptance, Z3X makes the Terms available free of charge in a form that can be saved and reproduced.

Selecting “I have read the Privacy Policy” confirms receipt of information and is not consent to processing. Where consent is the appropriate legal basis for a specific activity, Z3X obtains it separately and voluntarily.

Z3X records at least the version of the Terms, identifiers of the Customer and accepting person, the date, time and technical data demonstrating acceptance, and then makes a confirmation available in the Account or by e-mail. The registering person represents that they have proper authority; Z3X may request evidence.

After activating the Account through the e-mail message, the Customer completes its company details, pays the activation fee shown in the onboarding process (in the standard process on the publication date: USD 7 handled by Stripe), selects available products and proceeds to configure a merchant account or selected PSP. These steps perform the existing Agreement and do not constitute a separate agreement, order or renewed acceptance of the Terms.

A presentation, demonstration, trial or development environment does not extend the Agreement and does not itself activate production features.

§ 4. Selection of plans, modules and PSPs

After the Agreement is concluded, the Customer may enable and disable available Modules, features, a Plan and PSPs in the Account. This instruction changes the Active Scope under the existing Agreement and requires no new terms, module conditions, amendment, separate order or additional checkbox.

Before any paid activation, Z3X displays the price or calculation method, billing period and key limitations. Confirmation in the Account orders that feature under the Agreement. The history of the Active Scope and prices is recorded in the system.

Conclusion of the Agreement and Account activation do not automatically launch a production feature. Z3X may condition launch on complete company data, payment of amounts shown in the process, completion of tests and acceptance or verification of the Customer, its representatives or beneficial owners by the selected PSP where the integration model requires it.

Mentioning a feature, Module or PSP in the Terms, Documentation, sales materials or a roadmap does not mean automatic activation, availability under every Plan or an obligation to perform additional implementation work.

§ 5. Individual implementation exception

For a custom, enterprise or regulated implementation, or one requiring dedicated work, SLA parameters, split payments, payouts, a marketplace model or materially different risk, the Parties may enter into an individual agreement or order. It must identify the specific Terms it changes; all remaining provisions of these Terms continue to form part of the Agreement.

In the event of conflict, priority is given to: the individual agreement or order within the expressly modified scope; § 15 for processing on behalf of the Customer; an agreed SLA for guaranteed service parameters; and then the remaining Terms. The Account record confirms the technical Active Scope but does not itself amend individually negotiated commercial terms.

Z3X may make an implementation presenting material legal or regulatory risk conditional on prior legal and technical review.

§ 6. Account, Users and requirements

Use of the Platform requires an internet-connected device, an active business e-mail address and a current browser and, for integrations, a Customer system compliant with the Documentation. Z3X makes specific technical requirements available before the relevant feature is enabled.

The Customer appoints administrators and Users, assigns roles and is responsible for current permissions, device security and credentials under its control. Access is personal and may not be shared unless a feature expressly allows it.

The Customer promptly revokes unauthorised access and reports suspected Account compromise. Z3X may require a credential change or temporarily restrict access where necessary for security.

Internet services involve common risks, including Account takeover, phishing, malicious software, data loss or interception and network failures. The Customer mitigates them through updates, device protection, strong authentication, appropriate permissions and message verification.

§ 7. Platform scope and Modules

PERNO is a multi-module platform. Depending on the Active Scope, it may include PERNO Orchestration, PERNO Store, PERNO PayEvento and PERNO Company. The Customer may use only features actually activated in the Account.

Z3X may develop, combine, replace or discontinue features provided this does not deprive the Customer of the essential purpose of the paid Service. Material changes are communicated under § 22.

§ 8. PERNO Orchestration

The Module may connect the Customer’s system to an active PSP, create or handle a payment link or QR code, redirect a user to the PSP environment, transmit initiation parameters, receive technical identifiers and statuses, associate a status with an order or other identifier, and provide views, reports and diagnostics.

The integration scope, environment, supported methods and required tests follow from the Documentation and Active Scope. A status received from a PSP is technical; the Customer must allow for delay, retry, duplication or a later status change.

§ 9. PERNO Store

The Module may handle catalogues, categories, offers, prices, currencies, languages and locations, carts, orders, checkout, order and payment statuses, customer and staff accounts, sales document data, order panels, reports, exports, technical returns handling, and integrations with PSPs, Customer systems and external sales channels.

The Customer is the seller in relation to the buyer and is solely responsible for offers and content, prices, taxes, stock, delivery, sales documents, complaints, returns, consumer obligations and legal compliance of its sales. Z3X supplies a technical tool and does not become a party to the sales contract.

Affiliate, marketplace, multiple-seller, sub-account, split-payment or payout features require separate activation after technical and legal review and may be subject to § 5.

§ 10. PERNO PayEvento

The Module may handle event creation, ticket types, prices, limits and sales periods, forms, carts, orders, checkout, payment statuses, creation and delivery of QR tickets, order and ticket panels, entry scanning and verification, reports, exports, and integrations with PSPs and Customer systems. Instalments, deposits, subsequent top-ups or language versions are available only when activated.

The Customer is the event organiser and ticket seller. It is responsible for the legality and performance of the event, content, prices, taxes, event terms, sales, refunds, cancellation, safety and admission. Z3X provides a technical tool and is neither the organiser nor a party to the attendee contract.

§ 11. PERNO Company

The Module may provide task management, CRM, working-time records and objectives and key results (OKR). The scope depends on the features activated in the Account.

The Customer determines the purposes and use of the data, assigns roles, sets retention periods and is responsible for compliance with employment law, employee monitoring rules, transparency duties and data subject rights. Z3X does not assess employees or make employment decisions for the Customer.

§ 12. Customer’s common obligations

The Customer uses the Platform in accordance with law, the Agreement, Documentation and PSP terms; does not provide illegal content or malicious code; does not bypass security, limits or access controls; and does not infringe third-party rights.

The Customer is responsible for the accuracy of Customer Data, configuration of its processes, obtaining required legal bases and consents, providing notices to data subjects and business decisions made using Platform data.

The Customer ensures that its terms, policies, offers, events, communications and sales processes comply with the law applicable to its business. PERNO’s technical features do not replace the Customer’s obligations.

§ 13. PSPs, payments and funds

A PSP is activated in the Account or on another recorded instruction from the Customer. Public information about PSPs technically supported by PERNO is informational, is not an annex to the Agreement and requires no signature. Activation may require a separate contract and verification between the Customer and the PSP.

Z3X is not a bank, PSP, acquirer, merchant of record or seller of the Customer’s goods, tickets or services. Under the current model Z3X does not accept, hold or store Customer or payer funds; the PSP executes and settles payments under its own terms.

Payment instrument data is entered in the PSP environment. PERNO is not intended to receive or store a full card number or CVC/CVV; it may receive a token, identifier, status and limited metadata required by the active integration.

The Customer selects the PSP, fund recipients and business rules within the available configuration. Z3X supplies the technical interface and transmits instructions consistent with the Customer’s configuration, while the PSP—where applicable to the integration—performs required KYC or KYB checks, authorises and settles payments, holds funds and executes refunds, chargebacks or payouts.

Where the Active Scope includes data reconciliation, refund or dispute handling, or technical payout instructions, PERNO displays or transmits technical data received from external sources. The Customer verifies reports before accounting entries or payouts; source records of the bank or PSP prevail. Z3X does not provide accounting, tax or audit services.

§ 14. Integrations, testing and support

The Customer implements integrations in accordance with the Documentation, protects keys and secrets, verifies message authenticity, applies idempotency and does not treat user redirection alone as final payment confirmation.

Before production launch the Customer performs agreed tests, including success, refusal, interruption, duplication, refund and status or webhook handling. Defects and incidents must be reported promptly with the information needed for diagnosis.

Z3X provides support through the channels and during the hours shown in the Account or Documentation. Guaranteed response times, availability, RTO or RPO apply only where the Parties expressly agree an SLA.

§ 15. Standard data processing provisions (DPA)

This section constitutes a data processing agreement under Article 28 GDPR and applies automatically where Z3X processes personal data on the Customer’s behalf within the Active Scope. No separate signature is required. The Customer is a controller or processor entitled to engage a sub-processor, and Z3X is the processor. An individual DPA supersedes this section only within its expressly regulated scope.

The subject matter is processing required to provide active Modules, maintenance, support, security, backups and deletion for the term of the Agreement and the technical completion of retention. Operations may include collection, recording, organisation, storage, consultation, alignment, transmission, restriction, export and erasure. The categories of persons and data follow from the Active Scope and Privacy Policy and may in particular concern Users, customers, buyers, payers, recipients, event attendees, employees, contractors and CRM contacts.

Z3X processes data only on documented Customer instructions, consisting of the Agreement, Account settings, use of features and Agreement-compliant requests, including for transfers outside the EEA. An exception applies where law requires processing, in which case Z3X informs the Customer beforehand unless prohibited. Z3X ensures confidentiality of authorised personnel, measures under Article 32 GDPR appropriate to risk and informs the Customer if an instruction appears to infringe data protection law.

Taking into account the nature of processing and information available, Z3X assists the Customer with data subject rights and obligations under Articles 32–36 GDPR, including incidents, impact assessments and consultations. Z3X notifies the Customer of a personal data breach without undue delay after becoming aware of it and provides available information needed to assess the event.

The Customer grants general authorisation for sub-processors needed to provide the Platform. Z3X makes an up-to-date list available and gives advance notice of a planned change, allowing a reasoned objection on data-protection grounds. The Parties will seek a reasonable solution; if none is available, the Customer may disable the affected feature before the change. Z3X imposes no less protective obligations on each sub-processor and remains responsible to the Customer for it as required by law and the Agreement.

After the relevant Service ends, Z3X, at the Customer’s choice, returns or deletes personal data and existing copies unless law requires retention. Deletion from rotating backups follows the ordinary security cycle. Z3X makes compliance information available and permits an audit subject to prior agreement on scope, timing, confidentiality and security; the Customer first uses available reports and documentation and bears excessive audit costs unless a material Z3X non-compliance is found.

§ 16. Security, availability and technical changes

Z3X applies technical and organisational measures appropriate to risk and the actual Service scope, including access controls, transmission protection, event logging, backups and incident procedures. The Customer is responsible for the security of its own systems, devices, users and configurations.

Z3X may perform planned and emergency maintenance. It gives reasonable advance notice of material planned unavailability where possible. Without a separate SLA, the Platform is provided with professional care but without a guarantee of uninterrupted availability, response time, RTO or RPO.

Z3X may introduce an urgent change or restriction without notice where necessary for security, legal compliance, a PSP or authority decision, or remediation of an outage.

§ 17. Fees and billing

The Customer pays the fees displayed before activating a paid Plan, Module or feature and recorded in the Account history or individual agreement. Unless stated otherwise, prices are net and applicable VAT is added.

Fees may be recurring, one-off or usage-based. The billing period, limits and renewal rules are shown before activation. An invoice is payable within 14 days unless the Account or individual agreement states another date or automatic payment method.

Late payment entitles Z3X to statutory interest for late payment in commercial transactions and, after notice, to restrict paid features. PSP and other third-party fees are not Z3X fees unless expressly stated otherwise.

§ 18. Intellectual property, Customer Data and confidentiality

Z3X and its licensors retain rights in the Platform, software, Documentation, interfaces and marks. For the term of the Agreement, Z3X grants the Customer a non-exclusive, non-transferable right to use the Active Scope for its own business in accordance with the Agreement.

The Customer retains rights in Customer Data and authorises Z3X to use it only as needed to perform the Agreement, ensure security and comply with law. Z3X may use irreversibly anonymised and aggregated data for statistics and Service development where neither the Customer nor a person can be identified.

Each Party protects the other’s non-public information with at least the care applied to its own confidential information and discloses it only to persons who need to know and are bound by confidentiality. This does not cover public information, information lawfully obtained independently or disclosure required by law.

§ 19. Suspension

Z3X may immediately suspend all or part of the Service where use infringes law or the Agreement, threatens security, may cause harm, is required by a PSP or authority, or the Customer remains materially overdue despite notice. Where circumstances permit, Z3X first states the reason and how service may be restored.

Suspension is limited to the scope and time necessary to remove its cause. It does not release fees accrued before suspension or fees for maintained resources where the cause is attributable to the Customer.

§ 20. Liability

Each Party is liable for actual loss that is a normal consequence of its non-performance or improper performance. Z3X is not liable for lost profit, reputation, indirect loss or effects of a PSP, telecom operator, Customer system or other party outside Z3X’s control.

Z3X’s aggregate liability for all events in any consecutive 12 months is limited to the net fees paid to Z3X for the Service during those 12 months. The limitations do not apply to wilful misconduct or liability that cannot be excluded by law.

Z3X does not guarantee a business, sales, payment, employment or legal-compliance outcome for the Customer. Reports and statuses must be assessed in the context of source data and the Customer’s and PSP’s systems.

§ 21. Term, termination and post-termination data

The Agreement is entered into for the period shown in the Account or, if none is shown, for an indefinite period. Either Party may terminate an indefinite Agreement on one month’s notice effective at the end of a billing period unless the Plan or individual agreement provides otherwise.

A Party may terminate immediately after an unsuccessful request to cure a material breach within a reasonable period; no request is required where the breach cannot be cured or continued performance would be illegal or unsafe.

After termination, the Customer downloads available exports within the time shown in the Account or agreed at termination. Z3X returns, deletes or anonymises Customer Data under § 15, except for data required by law, needed for billing or claims, or temporarily held in rotating backups.

§ 22. Complaints and amendments

Complaints may be sent to [email protected] and should identify the Customer, describe the issue, its time and the requested solution. Z3X responds without undue delay, normally within 14 days, unless the matter requires longer analysis, of which it will inform the Customer.

Z3X may amend the Terms due to changes in law, security, technology, Platform features, billing model or suppliers. It gives at least 14 days’ notice of a material amendment affecting an ongoing Agreement unless earlier application is required by law or security.

If a material amendment worsens the Customer’s position, the Customer may terminate the affected Service before it takes effect. Continued use after that date applies the new version to the extent permitted by law. Adding a technically supported PSP or optional feature without Customer activation does not amend that Customer’s Agreement.

§ 23. Final provisions

Polish law governs. Disputes are subject to the court having jurisdiction over Z3X’s registered office unless mandatory law provides otherwise.

The Customer may not assign the Agreement without Z3X’s prior consent, except for legal succession covering the whole business and creating no material risk. Z3X may transfer the Agreement to a group entity or successor to the PERNO business after informing the Customer and preserving its rights.

The Terms are available in Polish, English and Italian. In case of discrepancy, the Polish version prevails. Invalidity of one provision does not affect the others; the Parties replace it with a lawful provision closest to its purpose.