These Terms of Service ("Terms") govern your access to and use of the Proventum platform ("Service"), operated by Storekeeper B.V., a company registered in the Netherlands ("Company", "we", "us", "our"). By accessing or using the Service, you agree to be bound by these Terms.

1. Service Description

Proventum is a business-to-business (B2B) software-as-a-service (SaaS) operations platform that provides customer relationship management (CRM), ticketing, deal management, quoting, subscription management, and related business operations tools. The Service is designed for business use and is not intended for consumer or personal use.

2. Account Registration and Requirements

To use the Service, you must:

• Register for an account and provide accurate, complete information;
• Be at least 18 years of age or have the legal capacity to enter into a binding agreement;
• Be authorized to act on behalf of the organization you represent;
• Choose a unique subdomain that complies with our naming guidelines;
• Maintain the security of your account credentials.

You are responsible for all activities that occur under your account. You must notify us immediately of any unauthorized access or security breach at security@getproventum.com.

3. User Responsibilities

You agree to:

• Use the Service only for lawful business purposes;
• Comply with all applicable laws and regulations, including data protection laws;
• Not use the Service to store, transmit, or process data that violates the rights of third parties;
• Not attempt to gain unauthorized access to any part of the Service or its infrastructure;
• Not reverse-engineer, decompile, or disassemble the Service;
• Not use the Service to send unsolicited communications (spam);
• Ensure that all users within your account comply with these Terms.

4. Data Ownership

Your data remains yours. You retain all rights, title, and interest in and to any data you upload, create, or store in the Service ("Customer Data"). We do not claim any ownership rights over your Customer Data.

You grant us a limited license to use, process, and store your Customer Data solely for the purpose of providing and improving the Service. This license terminates when your account is terminated and your data is deleted.

Each customer account is stored in a separate, isolated database. Your data is never shared with or accessible by other customers.

5. Data Processing and Privacy

We process personal data in accordance with our Privacy Policy and applicable data protection laws, including the General Data Protection Regulation (GDPR). Where we process personal data on your behalf, we act as a data processor and you act as the data controller. A Data Processing Agreement (DPA) is available upon request. See our DPA page for details.

6. Service Availability and SLA

We aim to maintain the Service with an uptime of 99.9% measured on a monthly basis, excluding scheduled maintenance. Scheduled maintenance will be announced at least 48 hours in advance whenever possible.

We do not guarantee uninterrupted or error-free operation of the Service. We shall not be liable for any temporary unavailability due to:

• Scheduled maintenance and updates;
• Force majeure events;
• Issues caused by third-party services or infrastructure;
• Actions or omissions by the customer.

7. Payment Terms

The Service is offered on a subscription basis. Fees are as described in your subscription plan or order form.

• Subscriptions are billed in advance on a monthly or annual basis, as agreed;
• All fees are exclusive of VAT and other applicable taxes, unless stated otherwise;
• Payment is due within 14 days of the invoice date;
• Late payments may incur interest at the rate of 1% per month;
• We reserve the right to suspend the Service if payment is more than 30 days overdue;
• Price changes will be communicated at least 30 days in advance and take effect at the next renewal period.

8. Intellectual Property

The Service, including its design, code, features, documentation, and trademarks, is the exclusive property of Storekeeper B.V. and is protected by intellectual property laws. These Terms do not grant you any rights to our intellectual property except the limited right to use the Service as described herein.

9. Termination

Either party may terminate the subscription:

• At the end of the current billing period, with at least 30 days written notice;
• Immediately, if the other party materially breaches these Terms and fails to cure the breach within 14 days of written notice.

We may suspend or terminate your account immediately if:

• You violate these Terms;
• Your use poses a security risk to the Service or other customers;
• Payment is more than 60 days overdue.

10. Data Export and Deletion

Upon termination or upon your written request:

• You may export your Customer Data at any time during your active subscription using the built-in export tools;
• After termination, we will make your data available for export for a period of 30 days;
• After the 30-day retention period, all Customer Data will be permanently and irrecoverably deleted from our systems, including all backups, within 90 days;
• Upon request, we will provide a written confirmation of data deletion.

11. Limitation of Liability

To the maximum extent permitted by applicable law:

• Our total aggregate liability under these Terms shall not exceed the total fees paid by you in the 12 months preceding the event giving rise to the claim;
• We shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to loss of profits, data, business, or goodwill;
• We shall not be liable for any loss or damage arising from your failure to maintain the security of your account credentials;
• We shall not be liable for any loss or damage arising from the actions or content of third-party integrations.

12. Indemnification

You agree to indemnify and hold harmless Storekeeper B.V. and its officers, directors, employees, and agents from any claims, damages, losses, or expenses (including reasonable legal fees) arising from:

• Your use of the Service;
• Your violation of these Terms;
• Your violation of any third-party rights;
• Any data you store or process through the Service.

13. Modifications to the Terms

We may modify these Terms at any time. Material changes will be communicated via email or through the Service at least 30 days before they take effect. Continued use of the Service after the effective date constitutes acceptance of the modified Terms. If you do not agree with the modifications, you may terminate your subscription before the effective date.

14. Governing Law and Dispute Resolution

These Terms are governed by and construed in accordance with the laws of the Netherlands. Any disputes arising from or in connection with these Terms shall be submitted to the exclusive jurisdiction of the competent courts in the Netherlands.

Before initiating legal proceedings, both parties agree to attempt to resolve disputes through good-faith negotiation for a period of at least 30 days.

15. General Provisions

• Severability: If any provision of these Terms is found to be unenforceable, the remaining provisions shall continue in full force and effect.
• Waiver: Failure to enforce any provision shall not constitute a waiver of that provision.
• Entire Agreement: These Terms, together with the Privacy Policy and any applicable DPA or order form, constitute the entire agreement between the parties.
• Assignment: You may not assign your rights under these Terms without our written consent. We may assign our rights in connection with a merger, acquisition, or sale of assets.

16. Contact Information

For questions about these Terms, please contact us:

• Company: Storekeeper B.V.
• Email: legal@getproventum.com
• Website: https://getproventum.com