General Terms and Conditions

1.1. These Terms and Conditions together with Privacy Policy and any other Trendos documentation made available on Website form an agreement and set out the contractual relationship between Trendos and the Customer.

2.1. Account shall mean the Customer's account created on Trendos.

2.2. AI Platform shall mean a third party artificial intelligence platforms that is analysed during provision of Services.

2.3. Agreement shall mean the service provision agreement concluded between Trendos and its Customers by accepting the Terms and Conditions by creating the Account, using free Services, and/or purchasing paid Services.

2.4. Customer shall mean a business entity or a natural person acting in a professional capacity that is using Trendos, Website, free Services or paid Services.

2.5. Fees shall mean fee amounts payable for use of Services, depending on the selected Service Plan.

2.6. Privacy Policy shall mean the Trendos Privacy Policy, available at www.trendos.com/privacy-policy.

2.7. Services shall mean Services provided by Trendos to the Customer as detailed in these Terms and Conditions and/or each applicable Service Plan description.

2.8. Service Content shall mean reports, information, content, insights, and other materials made available through the Services.

2.9. Service Plan shall mean a free or paid plan selected by the Customer when creating an Account and using Services. A variety of Service Plans and their description are available on Trendos dashboard.

2.10. Subscription shall mean an automatically renewed, recurring purchase of a paid Service Plan and access to Trendos Services as described in the description of that Service Plan.

2.11. Terms and Conditions shall mean these Trendos General Terms and Conditions.

2.12. Term shall mean the term during which a Service Plan is active on the Account, as specified in the description of the Service Plan.

2.13. Trendos shall mean Trendos platform, operated by rankbase, UAB.

2.14. Website shall mean Trendos website www.trendos.com.

3.1. Trendos shall make available to its Customers access to the Trendos platform and its Services - analysis of certain AI Platforms, treatments of specified products, services, brand assets, key words, persons on those AI Platforms and visualisation of analysed information on the Trendos platform. Use of the Services may be subject to certain limitations, such as limits on the volume and type of queries that may be submitted to the Services by Customer or the number of reports that will be provided by the Services, as further described in the applicable Service Plan.

3.2. Customers may use a basic free Service Plan or purchase a paid Service Plan as a Subscription to Trendos platform. Service Plan scope, description, and availability may vary from time to time, and all available Service Plans, their descriptions and limitations shall be displayed on Trendos dashboard.

3.3. Each Subscription shall automatically renew for subsequent periods of the same duration (the 'Renewal Term') unless the Customer cancels the Subscription in their Account dashboard prior to the expiration of the initial Term.

3.4. During the Term, subject to Customer's compliance with the Terms and Conditions, Customer may access and use the Services only for Customer's internal business purposes in accordance with this Agreement, any limitations set forth in the applicable Service Plan and any other Trendos documentation available on the Website. The foregoing license includes the right to access, view, and use the reports, information, content, insights, and other materials made available through the Services from time to time (Service Content) for Customer's internal business purposes.

4.1. Fees for the Services shall be indicated in the description of each Service Plan (including any applicable discounts).

4.2. The Customer shall pay to Trendos all applicable fees for the Services, pursuant to chosen pricing plan as offered within the dashboard. Trendos reserves the right to change or modify its prices and fees at any time without the need for further notice to you. All such changes or modifications shall be posted within the dashboard and/or Website and shall be effective immediately with regards to any subsequent purchases by you, including any auto-renewal of a Services plan already purchased by you.

4.3. All displayed Fees are exclusive of applicable taxes. Any payable taxes or service fees shall be applied on top of the Fees during the checkout process, prior to making the payment.

4.4. Trendos shall charge applicable taxes (including sales, use, excise, value added, goods and services, consumption and/or any other taxes of a similar nature) on the top all applicable fees for the Services in all appropriate taxing jurisdictions where legally required. Such taxes shall be remitted by Trendos to the appropriate tax authority, unless the Customer provides valid proof of tax exemption or otherwise as permitted by law.

4.5. The Customer authorizes Trendos to charge Customer for all applicable fees using Customer's chosen payment method and Customer will issue the required payment documentation.

4.6. Any payments are final and non-refundable, except where explicitly stated otherwise.

5.1. Obligations of Trendos:

1. 5.1.1. to meet all Trendos obligations set out in this Agreement and Terms and Conditions properly and on time;

2. 5.1.2. to provide the Services using no less than a reasonable level of skill and care in accordance with industry standards;

3. 5.1.3. if agreed, to provide support for the Services;

4. 5.1.4. to provide the Customer with sufficient information related to the use of the Services, terms and conditions of provision of the Services;

5. 5.1.5. Trendos retains the right in its sole discretion to monitor the Customer's use of the Services if Trendos deems so necessary in order to execute its rights and obligations set forth in this Agreement;

6. 5.1.6. if Trendos in its sole discretion believes that there is a security emergency or that the Customer has failed to execute its obligations under this Agreement, especially, but not limited to, obligations regarding the payment for the Services or the Terms and Conditions, then Trendos reserves the right to stop offering and supporting the Services or part of them or any functionality constituent in the Services, at which point the Customer's ability to use the Services or part thereof will be automatically suspended.

5.2. Obligations of the Customer:

1. 5.2.1. to meet all Customer's obligations set out in this Agreement, Terms and Conditions and other documentation available on the Website properly and on time;

2. 5.2.2. to properly and in a timely manner, as foreseen in the Terms and Conditions or applicable Service Plan or Subscription, pay Trendos for the Services;

3. 5.2.3. to use the Services for lawful and legitimate purposes, and in all cases avoid prohibited uses defined below;

4. 5.2.4. to comply with applicable laws and regulations;

5. 5.2.5. to ensure that access credentials provided by Trendos will not be shared with third parties and is solely responsible for the security and confidentiality of the access credentials provided. Accordingly, the Customer is responsible for all activities that occur under your account(s) and must immediately notify Trendos in case of any unauthorized use of your access credentials or access to your account(s);

6. 5.2.6. the Services shall be used only by and for the benefit of the Customer;

7. 5.2.7. the Customer shall not: sell, resell (unless explicitly stated otherwise in the Service Plan), license, sublicense, distribute, make available, rent or lease the Services; interfere with or disrupt the integrity or performance of the Services; permit direct or indirect access to or use of the Services in a way that circumvents the agreed usage limits or other specifications, or use the Services in a manner that violates Terms and Conditions; access or use any of Trendos intellectual property except as permitted under this Agreement; modify, copy, or create derivative works based on the Services or any part, feature, function or interface thereof; disassemble, reverse engineer, or decompile the Services, or access it to (1) build a competitive product or service, (2) build a product or service using similar ideas, features, functions or graphics of the Services, (3) copy any ideas, features, functions or graphics of the Services; (4) determine whether the Services are within the scope of any patent.

5.3. Prohibited uses. The Customer in any case shall not access or use the Services or the Trendos platform:

1. 5.3.1. for any illegal purposes or for violating any relevant local, state, federal or international laws, regulations, caselaw, or conventions, including provisions relating to copyright, intellectual property rights and other property rights protection;

2. 5.3.2. to transmit any viruses or other harmful materials to Trendos;

3. 5.3.3. to take any action that risks harm to others;

4. 5.3.4. to submit prompts or keywords intended to trigger AI Platform models into generating harmful, illegal, or prohibited content as defined by those providers' respective terms of use;

5. 5.3.5. to try to interfere with Trendos activity or prohibit other Customers from using the Trendos platform or Services (or making it difficult to use);

6. 5.3.6. for any other purposes than as it is intended to be used considering the purposes of the Services;

7. 5.3.7. to impersonate another person or entity, whether existing or fictional, or falsely maintain to be related to any other person or entity, nor access other Customers' Accounts, nor provide any false information which could mislead Trendos;

8. 5.3.8. All of the aforementioned actions include attempts to carry out any of them or to create circumstances under which such actions could be carried out.

6.1. Each party represents that:

1. 6.1.1. it is duly organized, validly existing, and in good standing in the jurisdiction of its incorporation;

2. 6.1.2. it has validly entered into this Agreement and has the legal power to do so;

3. 6.1.3. this Agreement constitutes a valid and binding obligation of such Party that is enforceable in accordance with its terms;

4. 6.1.4. the entering into and performance of this Agreement by such Party does not and will not violate, conflict with, or result in a material default under any other agreement or obligation by which such Party is or may become subject or bound.

6.2. EXCEPT AS EXPRESSLY PROVIDED IN THE AGREEMENT, THE TRENDOS PLATFORM, ANY SUPPORT, OR TECHNICAL SERVICES, AND ALL OTHER TRENDOS SERVICES ARE PROVIDED "AS IS". TRENDOS, ON ITS OWN BEHALF AND ON BEHALF OF ITS SUPPLIERS AND LICENSORS, MAKES NO OTHER WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NONINFRINGEMENT. TRENDOS DOES NOT WARRANT THAT CUSTOMER'S USE OF THE TRENDOS PLATFORM OR SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE OR THAT IT WILL MAINTAIN CUSTOMER DATA WITHOUT LOSS. TRENDOS IS NOT LIABLE FOR DELAYS, FAILURES, OR PROBLEMS INHERENT IN USE OF THE INTERNET AND ELECTRONIC COMMUNICATIONS OR OTHER SYSTEMS OUTSIDE TRENDOS CONTROL. TRENDOS DISCLAIMS ALL LIABILITY AND RESPONSIBILITY FOR, THE CONTENT OBTAINED / TRANSMITTED BY THE CUSTOMER OR OTHERS, AND DISCLAIMS ALL LIABILITY AND RESPONSIBILITY FOR UNAUTHORIZED USE OR MISUSE OF THE SERVICES. CUSTOMER MAY HAVE OTHER STATUTORY RIGHTS, BUT ANY STATUTORILY REQUIRED WARRANTIES WILL BE LIMITED TO THE SHORTEST LEGALLY PERMITTED PERIOD. Without limiting the foregoing, and notwithstanding anything to the contrary in this Agreement, Customer acknowledges and agrees that: (a) the Services and Service Content are not a professional advice; (b) the Services and Service Content may include inaccurate or erroneous information; (c) Customer is responsible for independently evaluating the Service Content and any other information Customer receives from the Services; and (d) due to the changing nature of AI Platforms, Trendos does not guarantee the Services will support or be compatible with any specific AI Platform. Notwithstanding anything to the contrary, any representations and warranties set forth in this Agreement do not apply to: (i) issues caused by Customer Data; (ii) issues caused by Customer's misuse of or unauthorized modifications to the applicable Service; (iii) issues in or caused by AI Platforms or other third-party systems; (iv) use of the Trendos platform or Services other than in accordance with the Terms and Conditions or other documentation.

7.1. NEITHER TRENDOS NOR ANYONE ELSE INVOLVED IN CREATING, PRODUCING, DELIVERING OR SUPPORTING THE SERVICES SHALL BE LIABLE TO THE CUSTOMER, ANY REPRESENTATIVE, OR ANY THIRD PARTY FOR ANY INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE OR CONSEQUENTIAL DAMAGES ARISING OUT OF THE SERVICES OR INABILITY TO USE THE SERVICES, INCLUDING, WITHOUT LIMITATION, LOST REVENUE, LOST PROFITS, LOSS OF TECHNOLOGY, LOSS OF DATA, RIGHTS OR SERVICES, WHETHER UNDER THEORY OF CONTRACT OR TORT, EVEN IF INFORMED OF THEIR POSSIBILITY IN ADVANCE.

7.2. IN NO EVENT THE LIABILITY OF EACH PARTY ARISING OUT OF OR RELATED TO THIS AGREEMENT WILL EXCEED THE AMOUNT EQUAL TO 2 TIMES THE CUSTOMER'S SERVICES FEE FOR THE MONTH DURING WHICH THE LOSS OR BREACH OCCURRED EXCEPT FOR CLAIMS ARISING OUT OF INDEMNIFICATION BY CUSTOMER.

7.3. Indemnification. Customer will indemnify and hold harmless and, at Trendos request will defend, Trendos from and against any third-party claim, including any damages and costs awarded against Trendos (including reasonable attorneys' fees) or agreed in a settlement resulting from the claim, to the extent (a) alleging facts that, if true, would result in Customer's breach of Section 3 (Customer Obligations), or (b) relating to Customer's business practices or use of Services or Service Content.

8.1. Subject to the Customer's continuous compliance with these Terms and Conditions and timely payment of the Subscription Fees, Trendos grants the Customer a limited, non-exclusive, non-transferable, non-sublicensable, and revocable license to access and use the Service via the internet during the Subscription Term. This license is granted solely for the Customer's internal business purposes.

8.2. The Services and the Trendos platform are owned by Trendos and are protected by copyright and other intellectual property laws. The Customer agrees that title to and ownership of the Services, in any form, shall at all times and in any event be held exclusively by Trendos. The Customer shall be entitled to only such rights with respect to the Services as are specifically granted in this Agreement.

8.3. Trendos may use trademark, trade name, or service mark, which belongs or is licensed to the other party, without the prior written approval of such party but only for the marketing purposes of its Services when the other parties' trademark, trade name or service mark might be used as an example of Trendos' clients.

9.1. Customer hereby grants Trendos a non-exclusive, worldwide, royalty-free, fully paid-up, non-sublicensable (except to contractors and service providers), non-transferable right to use, copy, store, disclose, transmit, transfer, publicly display, modify, create derivative works from, and process any materials that Customer inputs or makes available to Trendos, including any queries submitted through the Services (collectively, "Customer Data") solely as necessary: (a) to provide the Services and otherwise perform its obligations set forth in this Agreement; (b) to derive or generate Technical Information; or (c) to comply with applicable Laws.

9.2. "Technical Information" means information, technical logs, data, metrics, and learnings generated from or related to Customer's use of the Services, such as feature usage, click-throughs, and dwell times, which information does not identify Customers, or any natural human persons as the source thereof. Trendos may process Technical Information for Trendos and its affiliates' business purposes.

10.1. "Confidential Information" refers to the following items one party to this Agreement ("Discloser") discloses to the other ("Recipient"): (a) any document Discloser marks as "Confidential"; (b) any information Discloser orally designates as "Confidential" at the time of discloser, provided Discloser confirms such designation in writing within 5 (five) business days; (c) your access credentials or any source code disclosed by Trendos, whether or not marked as confidential; and (d) any other non-public, sensitive information disclosed by Discloser. Notwithstanding the foregoing, Confidential Information does not include information that: (i) is in Recipient's possession at the time of disclosure; (ii) is independently developed by Recipient without the use of or reference to Confidential Information; (iii) becomes known publicly, before or after disclosure, other than as a result of Recipient's improper action or inaction; or (iv) is approved for release in writing by Discloser.

10.2. Recipient shall not use Confidential Information for any purpose other than to facilitate the fulfillment of obligations under this Agreement (the "Purpose"). Recipient: (a) shall not disclose Confidential Information to any employee or contractor of Recipient unless such person needs access in order to facilitate the Purpose and executes a nondisclosure agreement with Recipient with terms no less restrictive than those of this section; and (b) shall not disclose Confidential Information to any other third party without Discloser's prior written consent. Without limiting the generality of the foregoing, the Recipient shall protect Confidential Information with the same degree of care it uses to protect its own confidential information of similar nature and importance, but with no less than reasonable care. Recipient shall promptly notify Discloser of any misuse or misappropriation of Confidential Information that comes to Recipient's attention. Notwithstanding the foregoing, Recipient may disclose Confidential Information as required by applicable law or by proper legal or governmental authority.

10.3. Injunction. Recipient agrees that breach of this section would cause Discloser irreparable injury, for which monetary damages would not provide adequate compensation, and that in addition to any other remedy, Discloser will be entitled to injunctive relief against such breach or threatened breach, without proving actual damage or posting a bond or other security.

10.4. Termination and Return. The obligations of section 11 (Nondisclosure) will terminate 2 (two) years after the termination of the last SoW or the end of the use of the Services, whichever is later. Upon termination of this Agreement, Recipient shall return all copies of Confidential Information to Discloser or certify, in writing, the destruction thereof.

10.5. Retention of Rights. This Agreement does not transfer ownership of Confidential Information or grant a license thereto. Except to the extent that if another section of this Agreement specifically provides to the contrary, Discloser will retain all right, title, and interest in and to all Confidential Information.

10.6. Trendos has not agreed to and does not agree to treat as confidential any Feedback ("Feedback" refers to any suggestion or idea for improving or otherwise modifying any of Trendos Services) that the Customer provides to Trendos, and nothing in this Agreement or in the parties' dealings arising out of or related to this Agreement will restrict Trendos right to use, profit from, disclose, publish, keep secret, or otherwise exploit Feedback, without compensating or crediting the Customer. Notwithstanding the provisions of this Section, Feedback will not be considered Confidential Information.

11.1. The Agreement between Trendos and the Customer shall be terminated upon expiration of any Subscription Term in cases where the Customer cancels the ongoing Subscription and does not wish to renew it.

11.2. Trendos may suspend or terminate the Agreement, Customer's Account or access to Trendos platform or Services without any notice in case of:

1. 11.2.1. any breach of Customer's obligations under the Agreement, including failure to pay any Fees;

2. 11.2.2. any suspected breach of the Agreement or applicable laws;

3. 11.2.3. any reasonable suspicion that the continued use of the Services or the Trendos platform may cause harm to the Trendos platform, Trendos or any third parties.

11.3. Upon expiration or termination of this Agreement, Customer's rights to access, and Trendos obligations to provide, the access to Trendos platform and Services will cease. Following the date of expiration or earlier termination of this Agreement, Trendos will promptly return or delete Customer Data and other Customer Confidential Information, provided that Trendos may retain copies of Customer Data and other Confidential Information (a) as expressly agreed upon by the Parties, (b) as necessary to comply with applicable law, and (c) to the extent contained in standard backups, subject to this Agreement's confidentiality provisions.

12.1. Trendos reserves the right to modify these Terms and Conditions at any time. Customers shall be given notice of any modifications, and their continued use of the Services or Trendos platform shall be deemed as acceptance of those modifications.

12.2. The Customer may not assign or transfer this Agreement or any rights or obligations under this Agreement without the written consent of Trendos. Trendos may assign this Agreement without the written consent of the Customer in the cases when the transfer of Trendos' rights and obligations is related to or connected with a merger, acquisition, or any type of corporate reorganization, or sale of all or substantially all of its assets without any notice to Customer.

12.3. This Agreement is governed by the laws of the Republic of Lithuania without regard to conflicts of laws provisions that would result in the application of the laws of another jurisdiction and without regard to the United Nations Convention on the International Sale of Goods. The jurisdiction and venue for actions related to this Agreement will be the courts of the Republic of Lithuania and both Parties submit to the personal jurisdiction of those courts.

12.4. To the extent permitted by applicable law, the parties hereby waive any provision of law that would render any clause of this Agreement invalid or otherwise unenforceable in any respect. In the event that a provision of this Agreement is held to be invalid or otherwise unenforceable, such provision will be interpreted to fulfill its intended purpose to the maximum extent permitted by applicable law, and the remaining provisions of this Agreement will continue in full force and effect.

12.5. Neither party will be deemed to have waived any of its rights under this Agreement by lapse of time or by any statement or representation other than by an authorized representative in the explicit written waiver. No waiver of a breach of this Agreement will constitute a waiver of any other breach of this Agreement.

12.6. The rule of construction to the effect that ambiguities are to be resolved against the drafting party shall not be employed in interpreting this Agreement.

12.7. Neither party is the agent or legal representative of the other party, and this Agreement does not create a partnership, joint venture or fiduciary relationship between Trendos and the Customer. Neither party shall have any authority to agree for or bind the other party in any manner whatsoever. This Agreement confers no rights, remedies, or claims of any kind upon any third party.

12.8. By using the Services the Customer represents and warrants that the Customer is not located in, under the control or, or a national or resident of, any jurisdiction that may be under any limitations or sanctions imposed by the governments of EU, US or the Republic of Lithuania.