Terms and Conditions for FidelioHQ ÖU

1. ACCEPTANCE BY CONDUCT

1.1 Binding Agreement
By accessing, browsing, or using the Platform, you irrevocably agree to these Terms and all supplemental agreements provided to you. No additional action (e.g., checkbox) is required.

1.2 Constructive Notice
- These Terms are permanently accessible via a "Terms and Conditions" hyperlink in the footer of every page.
- Continued use after updates constitutes acceptance.

2. SERVICE DESCRIPTION

- AI-Powered Logistics Solutions: Algorithmic identification of cargo opportunities and AI-generated replies across communication channels (e.g., email, marketplace chats).
- Usage Caps: Specific limits are defined in your individualized agreement with FidelioHQ ÖU.

3. USER OBLIGATIONS

3.1 Prohibited Actions
- Reverse Engineering: Decompiling or replicating Platform features incurs liquidated damages of €250,000 per violation.
- Competitive Use: Outputs may not train competing services.

3.2 Account Security
- Users are solely responsible for credential security. Shared accounts do not absolve liability.

4. PAYMENT & OVERAGE

- Fees and Pricing: Governed by your individualized agreement.
- Auto-Charges: By using the Platform, you authorize billing per your supplemental terms.

5. LIABILITY & DISCLAIMERS

5.1 No Guarantees
- The Platform is provided "as-is" with no warranties of accuracy. Users bear full responsibility for outcomes.

5.2 Liability Cap
- Total liability capped at the lesser of (a) fees paid in the prior 6 months or (b) €1,000.

6. INTELLECTUAL PROPERTY (IP)

6.1 Ownership
- All Platform elements (code, algorithms, outputs) are FidelioHQ ÖU’s exclusive property.

6.2 Anti-Copying
- Automated scraping incurs €1,000,000 per violation + disgorgement of profits.

7. TERMINATION & DATA ERASURE

- FidelioHQ ÖU may terminate accounts without cause or notice.
- All user data is permanently deleted 7 days post-termination.

8. DISPUTE RESOLUTION

8.1 Mandatory Arbitration
- Claims resolved via binding arbitration under Estonian Arbitration Court rules. Class actions waived.
- Claimants prepay arbitration fees + €2,500 security deposit.

8.2 Exclusive Jurisdiction
- Disputes governed by Estonian law in Harju County Court.

9. AMENDMENTS

- Terms may be updated unilaterally. Continued use = acceptance.

10. GDPR & DATA PROCESSING

- Users act as Data Controllers. Sub-processors (e.g., OpenAI, Oracle Cloud) process data under signed DPAs.

11. SURVIVAL CLAUSES

Sections 5 (Liability), 6 (IP), and 8 (Dispute Resolution) survive termination.