Terms of Use

PART A — GENERAL

1. Who We Are and What These Terms Cover

1.1 The opexONE platform (the "Service") is provided by plusRS OÜ, an osaühing (Estonian private limited company) registered in the Republic of Estonia under registry code 17182790, with its registered office at Harju maakond, Tallinn, Kesklinna linnaosa, Ahtri tn 12, 15551, VAT ID EE103002866 ("plusRS", "we", "us").

1.2 These Terms of Use (the "Terms") govern every access to and use of the Service by the Customer and its Users. Together with the Order (if any), the Data Processing Agreement, and the documents referenced in Section 4.6, they form the entire agreement between plusRS and the Customer (the "Agreement").

1.3 The Service is a modular, multi-tenant software-as-a-service platform for manufacturing operations excellence, comprising the web application, the mobile applications, and all modules, features, and interfaces made available under the opexONE brand from time to time. These Terms apply to the Service as a whole, including every current and future module and feature, unless a separate written agreement between the parties expressly states otherwise. There are no module-specific terms; where an individual feature requires additional terms (e.g. Section 12 for AI Features), those terms are part of these Terms.

1.4 These Terms apply exclusively. General terms and conditions of the Customer do not apply, even if plusRS performs without expressly objecting to them, and even if they are referenced in a purchase order or similar document of the Customer.

2. Definitions and Interpretation

2.1 Defined terms:

• "Customer" — the legal entity or business person that creates a Workspace and accepts these Terms; the contracting party.
• "Affiliate" — an entity that directly or indirectly controls, is controlled by, or is under common control with a party, where control means more than 50% of voting rights or the power to direct management.
• "User" — a natural person whom the Customer authorises to use the Service under the Customer's Workspace, regardless of role or permission level.
• "Workspace" (or "Tenant") — the Customer's logically isolated environment within the Service, identified by a company identifier.
• "Customer Data" — all data, records, files, and content that the Customer or its Users enter into, upload to, or generate within the Workspace, including personal data of the Customer's employees, contractors, and business contacts.
• "Usage Data" — technical and statistical data about the operation and use of the Service (e.g. feature-usage counts, performance metrics, error diagnostics) that does not include the content of Customer Data.
• "Order" — a subscription purchase completed through the Service's self-service checkout, or any written order form executed by both parties.
• "DPA" — the plusRS Data Processing Agreement (Article 28 GDPR), published at opexone.io/dpa and incorporated into the Agreement.
• "AI Features" — the features described in Section 12, including the opexONE assistant and metered AI and Insights operations.
• "Credits" — the prepaid metering units described in Section 13.
• "Documentation" — the user documentation for the Service as made available by plusRS from time to time.
• "Business Day" — Monday to Friday except public holidays in Estonia.

2.2 Interpretation: headings are for convenience only; "including" means "including without limitation"; references to laws include their amendments and replacements; amounts are in euro (EUR); times refer to Central European Time (CET/CEST) unless stated otherwise. The word "material" refers to what a reasonable business in the Customer's position would consider significant for the use of the Service as a whole.

3. Business Customers Only; Eligibility; Open Registration

3.1 The Service is offered exclusively to businesses and other professional users (B2B). It is not directed at consumers, and plusRS does not contract with consumers. By accepting these Terms, the accepting person confirms that the Customer is acting in the course of its trade, business, or profession.

3.2 Eligibility. The Customer must be a validly existing legal entity or a natural person acting in a business capacity; the accepting person must be at least 18 years old; and neither the Customer nor any entity owning or controlling it may be subject to sanctions as described in Section 43.

3.3 Open registration; no duty to vet. Workspace registration is self-service and open. plusRS does not verify, and assumes no duty to verify, the identity, existence, authority, creditworthiness, regulatory status, or eligibility of any registrant, and owes no such verification to the Customer, its Users, or any third party. The absence of verification does not create any representation by plusRS about any other tenant of the Service.

3.4 Right to refuse and to close. plusRS may, at its reasonable discretion, refuse a registration or close a Workspace (with notice and a reasonable export opportunity, except where Section 40 applies) where the registration or use violates Section 3.1, 3.2, or 43, is fraudulent or abusive, or would expose plusRS to a material legal or regulatory risk. plusRS's exercise or non-exercise of this right creates no liability toward anyone.

3.5 plusRS may make the availability of signup dependent on region, and may restrict signup from specific countries or territories, including for the reasons in Sections 5 and 43.

4. Formation of the Agreement; Acceptance

4.1 The Agreement is formed as follows: the Customer registers a Workspace through the Service's signup; upon the first sign-in to the Workspace, the acting person is presented with these Terms, the DPA, the Privacy Policy, and the AI Feature terms (Section 12), and must accept them by an express action (click-acceptance) before the Workspace can be used.

4.2 The person who registers the Workspace or performs the click-acceptance represents and warrants that he or she is authorised to bind the Customer. plusRS may rely on this representation. The Customer shall notify plusRS without delay if a Workspace was created for it without authority; any use of the Workspace by or for the Customer after it becomes aware of the Workspace constitutes ratification.

4.3 plusRS records each acceptance (accepting person's name and email address, Customer, document versions accepted, timestamp, and technical metadata) as evidence of formation, and will make this record available to the Customer on request.

4.4 When the Customer places an Order, the Order confirmation issued by the Service concludes the subscription contract for the ordered scope.

4.5 plusRS may require re-acceptance of updated documents at sign-in in accordance with Section 44.

4.6 Order of precedence in case of conflict: (i) an individually negotiated written agreement, if any; (ii) the Order; (iii) the DPA, but only for the subject matter of data protection; (iv) these Terms; (v) the Documentation.

5. Worldwide Availability; Local Laws; No Targeting

5.1 The Service is operated from the European Union and offered worldwide to business customers. plusRS makes no representation that the Service, its features, or the location of data processing (Section 26) are appropriate, lawful, or available for use in any particular jurisdiction. A Customer that registers from outside the European Union does so on its own initiative and is responsible for compliance with its local laws.

5.2 The Customer is solely responsible for determining, before and during its use of the Service, whether its use, including the storage of its data in the European Union, cross-border access by its own Users, and the use of individual features (e.g. AI Features, workforce-related modules, location-related features), is permitted under the laws applicable to the Customer, including data-localisation and data-sovereignty laws, sectoral secrecy rules, employment and co-determination law, and licensing or notification duties.

5.3 plusRS does not adapt the Service to, and does not monitor, the local law of any jurisdiction outside the European Union. The availability of the website or the signup in a country, a translation of the user interface into a language, or the acceptance of a payment from a country does not constitute direction of activities to that country.

5.4 The Customer warrants that its use of the Service under Section 5.2 is and remains lawful, will inform plusRS without undue delay if this ceases to be the case, and will indemnify plusRS in accordance with Section 37.1 against claims and fines resulting from a breach of this Section.

5.5 If serving a specific Customer or territory would expose plusRS to a material legal or regulatory risk (including under Section 43), plusRS may suspend or terminate the affected Workspace in accordance with Sections 40 and 41.

PART B — THE SERVICE

6. Service Description; Multi-Tenant Architecture

6.1 plusRS provides the Service as standardised, multi-tenant software-as-a-service, materially as described in the Documentation and on the product website at the time of the Order. The Service is provided from shared infrastructure; no dedicated instance, on-premises installation, or customer-specific development is owed.

6.2 Each Workspace is logically isolated from other tenants; isolation is enforced at the database layer (row-level security) and applies to every module and feature.

6.3 The Service is opinionated standard software designed to work without customer-specific configuration projects. Statements such as "works out of the box" describe the design philosophy and are not a warranty that the Service fits the Customer's individual processes; evaluating fit is the Customer's responsibility, for which the free trial (Section 9) is provided.

6.4 The scope of the Service at any time is the scope actually made available in the Service. Module and feature availability may vary by rollout stage; features may be made available gradually.

7. Continuous Development; Changes to the Service

7.1 The Service is developed continuously. plusRS may modify, add, or remove features, modules, and interfaces at any time, provided the core functionality contracted for is not materially reduced during a paid subscription period without the notice in Section 7.2.

7.2 If a change materially reduces functionality that the Customer demonstrably and substantially uses, plusRS will give at least 30 days' notice, and the Customer may terminate the affected subscription effective at the date the change takes effect, with a pro-rata refund of prepaid fees for the period after that date. This is the Customer's sole remedy for Service changes.

7.3 Statements about future features, roadmaps, or development plans, wherever made, including in sales conversations, webinars, community posts, or the feedback module, are non-binding, do not form part of the Agreement, and may not be relied upon in purchasing decisions.

7.4 plusRS may use qualified subcontractors to provide the Service. For the processing of personal data, the sub-processor regime of the DPA applies.

8. System Requirements; Access; Mobile Applications; Languages

8.1 Use of the Service requires: a current version of a modern evergreen browser; a stable internet connection; and, for certain functions, a device capable of receiving email or SMS for authentication. The Customer is responsible for its own hardware, software, networks, and connectivity, and for their cost and security.

8.2 plusRS supports the current and immediately preceding major versions of the mainstream evergreen browsers. Older or exotic browsers may work but are not supported.

8.3 Mobile applications are distributed through the Apple App Store and Google Play. Their availability depends on the store operators; plusRS does not warrant permanent availability, feature parity with the web application, or compatibility with every device or OS version. The store operators' terms apply to distribution in addition to these Terms. The Customer ensures its Users install updates within a reasonable time; plusRS may end support for outdated application versions with reasonable notice in the release notes.

8.4 The Service's user interface is offered in multiple languages. Translations other than English are generated and maintained with machine assistance and are provided for convenience; in case of doubt about the meaning of a label or text, the English version prevails. The Documentation and all legal documents are authoritative in English (Section 46.4).

8.5 Access credentials and sessions are personal to each User. plusRS may enforce authentication policies (including multi-factor authentication and session lifetimes) and may update them to maintain security.

9. Free Trial

9.1 New Workspaces start with a free trial of the full feature set for the trial period stated at signup (currently 14 days). No payment details are required for the trial, and the trial does not convert automatically into a paid subscription. A paid subscription begins only when the Customer places an Order.

9.2 The trial is intended for evaluation. During the trial the Service is provided "as is", without any availability commitment, support entitlement, or warranty, and plusRS may modify, limit, or terminate trial Workspaces at any time. Section 38.6 caps liability during the trial.

9.3 If no Order is placed, plusRS may delete the trial Workspace and all its data after the trial ends, following at least 14 days' notice by email. If an Order is placed, the data entered during the trial remains available in the Workspace.

9.4 plusRS may limit trials per Customer (e.g. one trial Workspace per legal entity within 12 months) to prevent abuse.

10. Beta and Preview Features

10.1 Features marked as beta, preview, pilot, early access, or experimental ("Beta Features") are optional and provided solely "as is" and "as available". They may be incomplete, may change or be withdrawn at any time without notice, are excluded from all availability commitments, support entitlements, and warranties, and may not be used for production-critical processes.

10.2 plusRS may enable Beta Features per Workspace, and the Customer's administrators may be able to opt in or out. Use of a Beta Feature is at the Customer's own risk. Feedback on Beta Features is governed by Section 33.4.

10.3 When a Beta Feature becomes generally available, these Terms apply to it without the privileges of this Section; if it becomes a separately priced feature, its further use requires an Order.

11. Third-Party Services, Embeds, and Integrations

11.1 The Service relies on the sub-processors listed at opexone.io/subprocessors and on the third-party components disclosed there, including third-party embeds fetched directly by the User's browser. plusRS is responsible for its sub-processors in accordance with the DPA; for disclosed browser-fetched embeds, the third party acts as an independent controller of the technical data its servers observe.

11.2 Where the Customer connects third-party services to the Service, follows outbound links, or uses content obtained through third-party search features made available in the Service, those services are governed solely by the third party's terms, and plusRS is not responsible for their availability, content, or data handling.

11.3 Where plusRS makes application programming interfaces or other documented integration interfaces available, plusRS may set technical conditions for their use (authentication, rate limits, versioning) and may change interfaces with reasonable notice in the release notes or developer documentation. Undocumented interfaces may change or disappear at any time without notice, and the Customer may not rely on them. API tokens and integration credentials issued to the Customer are Customer credentials under Section 20.2.

11.4 plusRS may suspend an integration or revoke tokens where their use endangers the Service or violates Section 21.

12. AI Features

12.1 The Service includes optional AI Features, including an embedded assistant and metered analysis, reporting, and export operations. Interactive dashboards and standard platform use do not consume Credits.

12.2 Nature of AI output. AI Features generate content by statistical means from the Customer's own Workspace data and, where enabled, other sources. AI output may be incomplete, outdated, or wrong, and may be produced differently for the same input at different times. It is decision support, not advice, and not a representation by plusRS. The Customer must have output reviewed by a qualified person before relying on it for any operational, legal, safety, HR, financial, or compliance-relevant purpose. plusRS does not warrant any particular accuracy, completeness, or fitness of AI output.

12.3 Human-in-the-loop. AI Features do not autonomously create, modify, or delete Customer records. Where the assistant proposes a change, the change takes effect only when a User expressly confirms it, and it is attributed to that User.

12.4 Access model. The assistant reads Customer Data strictly within the access rights of the requesting User, it cannot read anything the requesting User could not open in the Service themselves. There is no separate AI permission model.

12.5 Data handling. AI processing is performed on infrastructure of the AI sub-processors identified in the sub-processor list, in European regions. Customer Data submitted to AI Features is not used by plusRS, nor, per their contractual commitments, by its AI sub-processors, to train foundation models, and is not retained by the model providers beyond the processing of the request.

12.6 Controls. Workspace administrators can disable AI Features entirely, restrict them per User, per data scope (personnel-related scopes are disabled by default), and per budget. The Customer is responsible for configuring these controls in line with its internal policies, collective agreements, and co-determination obligations, and for involving employee representative bodies where required before enabling personnel-related scopes.

12.7 Prohibited AI uses. The AI Features may not be used to evaluate, rank, or score identified employees or to infer the emotional state of natural persons. These restrictions are enforced technically at the platform level, cannot be disabled by the Customer or any administrator, and the Customer must not attempt to circumvent them, including by prompt manipulation.

12.8 Transparency. AI-generated content is labelled as such within the Service, and the label is preserved in exports where technically practicable. Users interacting with the assistant are informed that they are interacting with an AI system.

12.9 plusRS may change AI models and AI sub-processors, provided processing remains within the commitments of Sections 12.5 and 26 and the DPA. plusRS may suspend AI Features temporarily where necessary to protect the platform, the Customer, or legal compliance.

13. Credits

13.1 Metered operations (as displayed in the Service, e.g. AI queries, deep analyses, scheduled reports, heavy exports) consume Credits at the rates displayed in the Service. plusRS may adjust rates prospectively with 30 days' notice; rate reductions may take effect immediately.

13.2 Credits included in a subscription reset monthly and do not roll over. Purchased Credit packs do not expire during the subscription term but lapse without refund when the Agreement ends. Credits have no cash value and are not refundable or exchangeable.

13.3 When a Workspace has no Credits left, metered operations pause until Credits are replenished or the monthly allowance resets; the rest of the Service is unaffected. There is no automatic purchase of Credits and no negative balance: the Customer cannot incur metered charges beyond what it has prepaid.

13.4 plusRS's metering records are authoritative for Credit consumption, absent manifest error.

13.5 plusRS may apply fair-use rate limits (including to authentication SMS and notification volumes) to protect platform stability and to prevent abuse; limits are set so that ordinary business use is unaffected.

PART C — ACCOUNTS AND USE

14. Workspace; Administrators

14.1 The Customer must provide accurate, current, and complete information at registration and keep it updated, including the company identity, billing details, and at least one reachable administrative contact.

14.2 The Customer designates one or more Users as administrators. Administrators control the Workspace configuration, including the creation and deactivation of Users, the assignment of roles and permissions, module and feature settings, data-visibility scopes, retention settings, and AI Feature scopes.

14.3 All administrative actions taken within the Customer's Workspace are attributed to the Customer. plusRS is entitled to treat every instruction, configuration, and confirmation made through an administrator account as an instruction of the Customer.

14.4 plusRS does not manage the Customer's Workspace on the Customer's behalf and has no obligation to review, correct, or second-guess the Customer's configuration, role assignments, or access grants. Assistance provided by plusRS support on request does not shift this responsibility.

14.5 The Customer must maintain at least one administrator able to access the Workspace. Losing access to all administrator accounts does not suspend the Customer's obligations; plusRS will assist with a documented recovery process that protects against unauthorised takeover, and may require proof of authority.

15. Users; Seats; Affiliates

15.1 User accounts are personal. Each account may be used by exactly one natural person; sharing an account among several persons is prohibited. A User may be replaced by deactivating the account and creating one for the successor.

15.2 Billable Users are the Users provisioned and active in the Workspace, measured by the Service. Deactivated Users free their seat with effect for the next billing period. Read-only wallboard/viewer access designated as free in the pricing does not count toward billable Users; plusRS may define technical criteria to prevent misuse of free viewer access for regular work.

15.3 The Customer's Affiliates may use the Service through the Customer's Workspace without a separate agreement, provided the Customer remains fully responsible and liable for all Affiliate use as for its own, and all Affiliate Users count as the Customer's Users. An Affiliate has no direct claims against plusRS; claims relating to Affiliate use may only be brought by the Customer, and the cap in Section 38 applies to Customer and Affiliates together as if they were one customer.

15.4 The Customer is responsible for the accuracy of its User and seat data and must not structure accounts to circumvent the pricing model (e.g. rotating one account among shifts).

16. Customer Responsibility for Users and Data Subjects

16.1 The Customer procures and is responsible for the compliance of its Users with the Agreement, including the acceptable-use rules in Section 21. Any act or omission of a User (or Affiliate User) is attributed to the Customer as if it were the Customer's own.

16.2 The Customer is solely responsible for: (a) selecting and authorising its Users; (b) ensuring that each User keeps credentials confidential and uses multi-factor authentication where offered; (c) deactivating Users promptly when their authorisation ends; and (d) all activity occurring under its Users' accounts, whether or not authorised internally, except to the extent caused by plusRS's breach of its security obligations.

16.3 As between the parties, the Customer is the controller of the personal data it and its Users enter into the Service. The Customer warrants that it has a lawful basis for all Customer Data and its processing in the Service, and that it provides its Users and other data subjects with all information required under Articles 13 and 14 GDPR and applicable employment law, and, where required, involves employee representative bodies (e.g. works councils) before deploying the Service or individual features. plusRS provides the DPA, the sub-processor list, and technical descriptions of the Service to support the Customer in doing so, but does not itself owe transparency, consent, or co-determination obligations toward the Customer's Users or other data subjects with respect to Customer Data.

16.4 plusRS may show Users a short in-product notice identifying the Customer as the controller and pointing to the Customer's own policies. Individual Users are not required to accept these Terms; the Customer's acceptance binds its Workspace and all its Users.

16.5 Data-subject requests relating to Customer Data (access, erasure, rectification, portability) are directed to and decided by the Customer. If a data subject contacts plusRS directly, plusRS will refer them to the Customer in accordance with the DPA.

17. Customer Data — Ownership, Licence, Responsibility

17.1 Customer Data belongs to the Customer. plusRS acquires no rights in Customer Data other than the non-exclusive right to host, process, transmit, back up, and display it as necessary to provide the Service, ensure its security, comply with law, and as otherwise instructed by the Customer through the Service.

17.2 The Customer is solely responsible for the content, quality, accuracy, and legality of Customer Data, for the decisions and actions it bases on the Service, and for its own regulatory compliance (including workplace-safety, quality, environmental, product-compliance, and employment obligations). The Service is a documentation and management tool; using it does not by itself satisfy any regulatory obligation of the Customer.

17.3 The Customer warrants that Customer Data and its use in the Service do not infringe third-party rights (including intellectual-property rights and trade secrets of third parties) and do not violate applicable law.

17.4 plusRS does not monitor Customer Data content and operates no general review of it, without prejudice to automated technical processing (e.g. indexing, virus scanning, thumbnail generation) required to provide the Service.

18. Special Categories of Data; Prohibited Content

18.1 The Service is designed for operational business records. Where the Customer processes special categories of personal data (Art. 9 GDPR — e.g. health-related entries in incident, absence, or EHS records), the Customer is responsible for ensuring a valid Art. 9 legal basis and any additional national-law requirements; plusRS processes such data solely as processor under the DPA.

18.2 The Customer must not use the Service to store or process: (a) data whose disclosure to plusRS or its sub-processors is prohibited by law or by obligations of secrecy the Customer is subject to, unless the Customer has secured the necessary permissions; (b) payment-card data (PAN/CVV) or comparable payment credentials; (c) government-issued secret or classified information; or (d) content that is unlawful, defamatory, or infringing.

18.3 plusRS may remove or block specific content where this is required by law or by an enforceable order, or where the content endangers the Service; Section 40 applies accordingly.

19. Export-Controlled Technical Data

19.1 The Customer must not upload or process in the Service any technical data whose export, transfer, or disclosure is restricted under applicable export-control law (including EU dual-use regulation 2021/821, national military lists, or US EAR/ITAR) unless the Customer has verified that storage in the European Union and access by the Customer's own Users from their respective locations is permitted, and has obtained any required licences.

19.2 plusRS operates the Service from the European Union but does not provide export-control classification, licensing, or screening services and does not warrant that the Service satisfies the storage, access-control, or citizenship-segregation requirements of any export-control regime.

19.3 The Customer will inform plusRS before storing ITAR-controlled or comparably restricted data in the Service, and plusRS may refuse such use.

20. Credentials and Account Security

20.1 plusRS provides authentication mechanisms including password sign-in, multi-factor authentication, and SMS/email verification codes. The Customer must require its Users to use the strongest offered mechanisms appropriate to their role.

20.2 All credentials, sessions, recovery codes, and API tokens within the Customer's Workspace are the Customer's responsibility. The Customer must ensure they are kept confidential, not shared, and revoked promptly when no longer needed, and must notify plusRS without undue delay of any suspected compromise.

20.3 plusRS will never ask Users for passwords outside the sign-in flow. Phishing or social-engineering attacks on the Customer's Users are not attributable to plusRS.

21. Acceptable Use

21.1 The Customer and its Users must not: (a) attempt to access other tenants' data or circumvent tenant isolation, authentication, or authorisation; (b) probe, scan, or test the vulnerability of the Service except as permitted by Section 30.4; (c) reverse-engineer, decompile, or extract source code of the Service except to the extent mandatory law permits; (d) resell, sublicense, rent out, or operate the Service for third parties outside Section 15.3 without a written partner agreement; (e) use the Service to develop a competing product, or systematically extract its content, structure, or design (including by scraping, bulk export beyond the Customer's own data, or automated access outside documented interfaces); (f) upload or distribute malware or unlawful content; (g) use the Service to violate applicable law, including sanctions, export-control, employment, competition, and data-protection law; (h) use the Service for unlawful monitoring or surveillance of individuals, including covert employee monitoring prohibited by applicable law; (i) overload or disrupt the Service or use it to send unsolicited bulk messages; (j) share User accounts (Section 15.1); or (k) misuse free viewer access, trials, or Credits systematically.

21.2 plusRS may investigate violations and take proportionate measures under Section 40.

22. Not a Safety or Control System

22.1 The Service is a management, documentation, and collaboration platform. It is not a real-time control system, not safety instrumentation, not an alarm or emergency-notification system, and not certified for functional-safety, machine-control, medical, aviation, nuclear, or life-protection purposes.

22.2 The Customer must not use the Service as the operative control or emergency system for machinery, processes, or personal safety, and must maintain the physical, organisational, and technical safety systems required for its operations independently of the Service. Recording safety-related information in the Service (e.g. incidents, audits, permits) does not make the Service part of the Customer's safety chain.

22.3 plusRS accepts no liability for damage resulting from use of the Service contrary to this Section.

23. Electronic Records, Approvals, and Signatures

23.1 The Service provides electronic records, approval workflows, audit trails, and electronic-signature functions. Unless expressly stated otherwise in the Documentation, signature functions provide simple or advanced electronic signatures within the meaning of the eIDAS Regulation (EU) 910/2014, not qualified electronic signatures.

23.2 The Customer is responsible for determining whether electronic records, approvals, and signatures produced in the Service satisfy the form, evidentiary, retention, and regulatory requirements applicable to the Customer's documents and industry (e.g. written-form requirements, FDA/GxP, customer-specific quality standards), and for using notarial or qualified-signature channels where its law requires them.

23.3 plusRS warrants the technical integrity of the audit trail as generated by the Service, but does not warrant the legal effect of any record, approval, or signature in any proceeding.

24. Compliance Features; Retention Configuration

24.1 The Service includes features that support compliance processes (e.g. document control, versioning, retention rules, WORM-style records, approval workflows, audit modules). These features operate as configured by the Customer.

24.2 Selecting, configuring, and monitoring these features so that they meet the Customer's regulatory scheme, including retention periods, deletion duties, documentation duties, and industry certifications, is exclusively the Customer's responsibility. plusRS does not warrant that any configuration satisfies any specific standard or regulation (e.g. ISO 9001, IATF 16949, GDPR retention duties) and does not provide compliance consulting.

24.3 Where the Customer configures automatic deletion or retention rules, the resulting deletion or retention of Customer Data is an instruction of the Customer.

PART D — FEES AND PAYMENT

25. Subscriptions, Fees, Metering, and Payment

25.1 Paid subscriptions are ordered through the Service's self-service checkout and billed in advance, monthly or annually, per the pricing in force at the time of the Order. The pricing model consists of a base fee (including a stated number of Users, storage, and Credits), graduated per-User fees, optional storage add-ons, and optional Credit packs, as displayed at checkout.

25.2 Metering. Billable Users are measured per Section 15.2; storage use is measured against the Workspace's storage pool; Credits per Section 13. plusRS's records are authoritative for usage-based charges, absent manifest error. When the storage pool is exhausted, new uploads pause until storage is freed or added; existing data remains accessible.

25.3 Upgrades (additional Users, storage, Credit packs) take effect immediately and are charged pro-rata for the remainder of the billing period where applicable; downgrades take effect from the next billing period. Seat reductions require deactivating the corresponding Users.

25.4 Payment is processed by our payment provider (currently Stripe). plusRS does not receive or store card data. The Customer authorises recurring charges for the subscription until cancellation. Invoices are provided electronically.

25.5 All prices are exclusive of VAT and other applicable taxes and duties, which are charged, or reverse-charged, in accordance with applicable law. The Customer provides a valid VAT identification number where applicable. All payments are made free of deductions or withholdings; where a withholding is required by law outside Estonia, the Customer grosses up the payment so that plusRS receives the full invoiced amount, unless a double-taxation treaty procedure is completed by the Customer in advance.

25.6 Invoices and charges not disputed in good faith within 30 days of the invoice date are deemed accepted. If a payment fails or is overdue, plusRS may retry payment, apply statutory default interest and reasonable recovery costs, and, after notice and a cure period of at least 10 days, suspend the Workspace under Section 40.

25.7 Fees are non-refundable except where these Terms expressly provide otherwise or where mandatory law requires a refund. There are no partial refunds for unused periods, Users, storage, or Credits.

25.8 Cancellation is self-service and takes effect at the end of the current billing period.

25.9 plusRS may adjust prices and the pricing model with at least 30 days' notice, effective from the Customer's next billing period. If a price increase exceeds 20% year-on-year for the Customer's existing configuration, the Customer may terminate the subscription effective at the end of the current billing period by notice given before the increase takes effect.

PART E — DATA

26. Data Protection; Data Residency

26.1 For personal data in Customer Data, the Customer is the controller and plusRS is the processor. The DPA governs this processing, including sub-processors, international transfers, security measures, breach notification, and deletion, and prevails over these Terms for data-protection matters.

26.2 Data residency. Customer Data at rest is stored within the European Union / EEA (current default region: AWS eu-central-1). plusRS will not move primary storage of Customer Data outside the EU/EEA except under the mechanisms of the DPA. Ancillary transfers (e.g. SMS delivery to a User's phone number via the SMS sub-processor, sub-processor support access) are governed by the DPA and the published sub-processor list. plusRS may change the specific EU region with notice per the DPA.

26.3 The commitment in Section 26.2 is a commitment to the European Union as a region and not to any specific member state. plusRS does not commit to storage in a particular country unless expressly agreed in an Order.

26.4 For personal data plusRS processes as a controller (e.g. billing contacts, website enquiries, acceptance records under Section 4.3), plusRS processes such data in accordance with applicable data-protection law and informs the relevant data subjects of that processing as required.

26.5 plusRS is not responsible for data-protection obligations that rest with the Customer as controller, including lawful basis, transparency toward data subjects, data-subject-rights decisions, retention decisions for Customer Data content, and internal approvals.

27. Usage Data

plusRS may collect and use Usage Data to provide, secure, maintain, improve, and develop the Service, to verify compliance with the Agreement, and for capacity and abuse management, and may use and disclose Usage Data in aggregated or otherwise non-identifying form (never disclosing Customer Data content and never identifying the Customer, a User, or any data subject) for statistics, benchmarking, and product development.

28. Backups, Restoration, and Deleted Data

28.1 plusRS performs regular automated backups of Customer Data, stored redundantly within the EU/EEA, for the purpose of disaster recovery of the platform.

28.2 Backups protect against platform-level failure. They are not a versioning or archive service for the Customer: plusRS does not owe restoration of individual records that the Customer or its Users created, modified, or deleted, and restoring an individual Workspace to an earlier point in time is not owed and may be technically impossible in shared infrastructure. Where plusRS offers such restoration in an individual case, it may make it subject to feasibility and a reasonable fee.

28.3 Data deleted by the Customer or its Users through the Service is removed from the production system and purged from backups on the ordinary backup-rotation cycle. During that cycle it exists only inside backup sets and is not accessible in the Service.

28.4 The Customer is responsible for exporting data it needs to retain independently of the Service (Section 29) and for its own retention duties.

29. Data Import and Export

29.1 The Service provides self-service import functions (e.g. Excel/CSV for master data) and self-service export functions in commonly used, machine-readable formats. Import and migration services, data cleansing, and custom formats are not owed.

29.2 The Customer can export Customer Data through the Service at any time during the subscription term and the wind-down period in Section 41.4. plusRS recommends regular exports of business-critical data.

29.3 Export functions are subject to fair-use limits (Section 13.5) but will never prevent the Customer from obtaining a complete copy of its Customer Data in reasonable intervals.

30. Security; Shared Responsibility; Vulnerability Handling

30.1 plusRS implements and maintains appropriate technical and organisational security measures aligned with good industry practice for a service of this nature, as further described in the DPA (Annex II), including tenant isolation enforced at the database layer, encryption in transit and at rest, role-based access control, least-privilege internal access, audit logging, secrets management, and regular backups. plusRS keeps its measures current as threats and the Service evolve but does not warrant that security incidents are impossible.

30.2 The Customer is responsible for security on its side, including: credential and MFA hygiene of its Users (Section 20); prompt deactivation of departed Users; the configuration of roles, permissions, visibility scopes, retention, and AI scopes; the security of its own networks and devices; the content it uploads (including keeping malware out of uploaded files); and the protection of exported data once it leaves the Service.

30.3 Losing control of Customer-side credentials or misconfiguring Customer-side permissions is not a security breach by plusRS, and plusRS is not liable for resulting access to, disclosure of, or loss of Customer Data. plusRS will nonetheless provide commercially reasonable assistance (e.g. session revocation, forced password resets, audit-log extracts) on request.

30.4 The Customer must not perform or commission penetration tests, vulnerability scans, load tests, or similar security testing against the Service without plusRS's prior written consent to a defined scope and time window. Suspected vulnerabilities must be reported to plusRS without undue delay and kept confidential until remediated; the Customer must not exploit a vulnerability beyond what is strictly necessary to demonstrate it, and must not access other tenants' data under any circumstances.

30.5 plusRS notifies the Customer of personal-data breaches in accordance with the DPA, and of other security incidents materially affecting the Customer's Workspace within a reasonable time, together with the information reasonably needed for the Customer's own duties.

31. Government and Authority Requests

31.1 plusRS may disclose Customer Data where and to the extent legally compelled by a competent court or authority. Where legally permitted, plusRS will notify the Customer before disclosure and give it the opportunity to seek protective measures, will interpret requests narrowly, and will challenge or seek to limit requests that are overbroad or that plusRS reasonably considers unlawful.

31.2 plusRS does not provide any authority with direct, standing, or bulk access to Customer Data and has installed no mechanisms for such access.

32. Availability, Maintenance, and Support

32.1 plusRS targets and commits to a monthly availability of the Service of at least 95% per calendar month, excluding: (a) planned maintenance announced at least 48 hours in advance and performed, where practicable, outside Central European business hours, up to 8 hours per month; (b) emergency maintenance necessary to protect security or integrity; (c) unavailability caused by the Customer, its Users, or its systems; (d) force majeure (Section 42); and (e) suspension or blocking under Section 40.

32.2 Availability is measured at the boundary of plusRS's production infrastructure, based on plusRS's monitoring, whose records are authoritative absent manifest error.

32.3 If committed availability is not met in a calendar month, the Customer's sole and exclusive remedy is a service credit of 5% of the monthly fee attributable to that month for each full percentage point of shortfall, capped at 30% of that monthly fee. Credits are applied to future invoices and are forfeited when the Agreement ends. Claims must be made within 30 days after the end of the affected month.

32.4 If committed availability is missed by more than five percentage points in each of three consecutive calendar months, the Customer may terminate the subscription with immediate effect and receive a pro-rata refund of prepaid fees for the remaining period. Sections 32.3 and 32.4 together are the exclusive remedies for availability shortfalls.

32.5 Support is provided in English via the in-product channels and by email, on Business Days. plusRS does not commit to response or resolution times; support requests are handled in the order and priority plusRS reasonably assigns. Support covers the use of the unmodified Service by trained Users; it does not include consulting, configuration services, custom development, training, data recovery under Section 28.2, or the Customer's internal processes. plusRS may publish self-service documentation as the primary support resource.

32.6 No availability commitment applies to trial Workspaces, Beta Features, mobile-store distribution, or third-party services.

PART F — INTELLECTUAL PROPERTY AND CONFIDENTIALITY

33. Intellectual Property; Licence; Feedback

33.1 The Service, its software, design, structure, Documentation, and all associated intellectual-property rights belong to plusRS or its licensors. The Customer receives a non-exclusive, non-transferable, non-sublicensable (except to Affiliates per Section 15.3) right to use the Service for its internal business purposes during the subscription term, limited to the ordered scope. All rights not expressly granted are reserved.

33.2 "opexONE", "plusRS", and the associated logos are trade signs of plusRS. Section 35 governs reference use; any other use requires prior written consent.

33.3 The Service includes open-source components, which remain governed by their respective licences to the extent those licences so require; a component list is available on request.

33.4 If the Customer or a User provides feedback, ideas, or suggestions (including through the in-product feedback module), plusRS may use them without restriction or compensation for any purpose, without this affecting the Customer's rights in Customer Data.

33.5 plusRS claims no ownership of templates, reports, and documents the Customer generates from its own Customer Data using the Service.

34. Confidentiality

34.1 Each party will keep confidential all non-public information of the other party obtained in connection with the Agreement, use it only for performing the Agreement, and protect it with at least reasonable care. Customer Data is the Customer's confidential information; the Service's software, non-public pricing, security details, and audit reports are plusRS's confidential information.

34.2 Disclosure is permitted to employees, advisors, and subcontractors bound to confidentiality, and where required by law or court order (with prior notice to the other party where legally permitted; Section 31 applies to Customer Data).

34.3 This Section survives for five years after the end of the Agreement; for trade secrets, for as long as they remain trade secrets.

35. Reference Use

plusRS may identify the Customer by name and logo as a customer in reference lists and marketing materials in a factually accurate, non-disparaging way. The Customer may opt out, or revoke this at any time, by notice to plusRS, effective for future materials. Any case study, quote, or detailed reference requires separate consent.

PART G — WARRANTIES, LIABILITY, INDEMNITIES

36. Warranties; Defect Handling; Disclaimers

36.1 For paid subscriptions, plusRS warrants that the Service will perform materially as described in Section 6.1. plusRS does not warrant that the Service is uninterrupted or error-free (availability is governed exclusively by Section 32), that it is compatible with the Customer's other systems, that it meets the Customer's specific requirements, or that it achieves any particular business outcome (including productivity, headcount, or performance figures used in marketing).

36.2 The Customer must notify plusRS of defects without undue delay after discovery, with a description sufficient to reproduce the defect. plusRS remedies material defects within a reasonable time by rectification, workaround, or a new version, at its choice. Rights of the Customer in case of failed remediation remain governed by statute, subject to Sections 32 (availability), 37, and 38.

36.3 During the free trial and for Beta Features, the Service is provided "as is" and "as available", and all warranties are excluded to the maximum extent permitted by law.

36.4 AI output is governed by Section 12.2; no warranty is given for its accuracy or fitness. Machine-assisted translations are governed by Section 8.4.

36.5 The Customer remains solely responsible for compliance with the laws applicable to its own business. plusRS does not provide legal, regulatory, tax, safety, or other professional advice; Sections 23 and 24 apply to compliance-supporting features.

36.6 All warranties, conditions, and representations not expressly stated in the Agreement are excluded to the maximum extent permitted by law. Mandatory statutory rights that cannot be excluded between businesses remain unaffected.

37. Indemnities

37.1 By the Customer. The Customer will defend and indemnify plusRS, its directors, employees, and agents against all third-party claims, regulatory fines, damages, and reasonable costs (including legal fees) arising from: (a) Customer Data, including its content and the Customer's lack of a lawful basis for it; (b) claims of the Customer's Users, employees, or employee representatives relating to the Customer's deployment or configuration of the Service (including AI scopes, monitoring allegations, and co-determination); (c) the Customer's breach of Sections 5 (local laws), 18 (prohibited data), 19 (export control), 21 (acceptable use), 22 (safety), or 43 (sanctions); (d) use of the Service or its output in violation of the Agreement or applicable law; and (e) the representation in Section 4.2 being untrue — except, in each case, to the extent the claim is caused by plusRS's breach of the Agreement.

37.2 By plusRS. plusRS will defend the Customer against third-party claims that the unmodified Service, as provided by plusRS and used in accordance with the Agreement, infringes an intellectual-property right valid in the EU/EEA, and will indemnify the Customer against damages finally awarded or agreed in settlement for such a claim. If such a claim arises or is likely, plusRS may, at its option, modify or replace the affected functionality, procure the necessary rights, or terminate the affected subscription and refund prepaid fees pro-rata. plusRS has no obligation for claims arising from Customer Data, combinations with third-party systems not provided by plusRS, or use in breach of the Agreement. This Section states plusRS's entire liability for intellectual-property infringement; the cap in Section 38 applies.

37.3 The indemnified party must notify the indemnifying party promptly, allow it to control the defence, and reasonably cooperate; it may participate with its own counsel at its own cost. Settlements imposing obligations on the indemnified party require its consent, not to be unreasonably withheld.

38. Limitation of Liability

38.1 Nothing in the Agreement excludes or limits liability for: intentional misconduct or any other liability that cannot lawfully be excluded or limited between businesses under the applicable law, including under §106(2) of the Estonian Law of Obligations Act.

38.2 Subject to Section 38.1, plusRS's aggregate liability arising out of or in connection with the Agreement, from all causes of action together and regardless of legal basis (contract, tort/delict, unjust enrichment, or otherwise), is capped at the total fees actually paid by the Customer for the Service in the 12 months preceding the event first giving rise to liability.

38.3 Subject to Section 38.1, plusRS is not liable for: indirect or consequential loss; loss of profit, revenue, business, goodwill, or anticipated savings; business interruption; loss of production; contractual penalties the Customer owes third parties; loss of, or corruption of, data to the extent it would have been avoided by the data being restorable from the Service's most recent backup or from an export the Customer could reasonably have made (Sections 28–29); costs of substitute services; or claims of the Customer's own customers or employees, except to the extent such claims fall within Section 37.2.

38.4 plusRS is not liable for damage caused by: the Customer's or a User's breach of the Agreement; loss or sharing of credentials on the Customer's side; the Customer's configuration choices (including permissions, visibility, retention, and AI scopes); reliance on AI output contrary to Section 12.2; use of the Service contrary to Sections 18, 19, 22, or 23; or third-party services under Section 11.

38.5 Service credits under Section 32.3 count toward, and are the primary remedy within, the cap in Section 38.2.

38.6 During a free trial and for Beta Features, plusRS's aggregate liability is capped at EUR 500, subject always to Section 38.1.

38.7 Contractual claims of the Customer against plusRS expire 12 months after the Customer became aware, or should have become aware, of the claim, unless a longer period is mandatory by law.

38.8 The limitations of this Section also apply in favour of plusRS's directors, employees, agents, and subcontractors.

PART H — SUSPENSION, TERM, TERMINATION

39. Set-Off and Retention

The Customer may set off against claims of plusRS, or exercise retention rights, only with counterclaims that are undisputed or finally established by a court or arbitral award. This does not restrict the Customer's rights within the same billing relationship (e.g. credits under Section 32.3).

40. Suspension and Blocking

40.1 plusRS may suspend or restrict access to the Workspace, individual Users, individual features, or individual content, wholly or partly, if and for as long as: (a) fees are overdue after notice and a cure period of at least 10 days; (b) there is a serious threat to the security, integrity, or availability of the Service or other tenants; (c) the Customer or a User materially breaches Sections 18, 19, 21, or 22; (d) suspension is required by law or by an order of a court or authority, or by Section 43; or (e) usage far exceeding contracted or fair-use limits endangers platform stability.

40.2 plusRS will choose the least intrusive effective measure, give prior notice where the purpose of the suspension allows it, and lift the suspension promptly once the ground ceases.

40.3 During a justified suspension the Customer's payment obligation continues, and the suspension period does not count as unavailability under Section 32.

40.4 Suspension rights are in addition to, not instead of, termination rights.

41. Term, Termination, and Consequences

41.1 The subscription runs for the billing period selected in the Order and renews automatically for successive periods of the same length until cancelled per Section 25.8.

41.2 Either party may terminate the Agreement for good cause without notice where the other party materially breaches the Agreement and, if curable, fails to cure within 14 days of a written warning. For plusRS, good cause includes repeated or serious breaches of Sections 16, 18, 19, 21, 22, and 43, and insolvency-related grounds to the extent permitted by law.

41.3 plusRS may additionally terminate free trial Workspaces per Section 9, and may terminate the Agreement as a whole with at least 12 months' notice if it discontinues the Service entirely (with a pro-rata refund of prepaid fees).

41.4 Upon termination or expiry: access ends; the Customer may export Customer Data until the effective date; for 30 days thereafter, plusRS will keep the Workspace data available for export on request (read-only reactivation may be provided at plusRS's discretion). After this wind-down period, plusRS deletes Customer Data in accordance with the DPA, and backups are purged on their ordinary rotation cycle. Records plusRS must retain by law (e.g. invoices, acceptance records) are retained for the period required by applicable law and then deleted.

41.5 Sections that by their nature survive termination — including Sections 5, 17.3, 27, 31, 33, 34, 35 (until opt-out), 37, 38, 39, 43, 46, and 47 — survive.

42. Force Majeure

Neither party is liable for a failure or delay caused by circumstances beyond its reasonable control — including natural disasters, war, terrorism, labour disputes, acts of authorities, epidemics, failures of the internet or of power or telecommunications infrastructure outside that party's responsibility, and large-scale attacks on IT infrastructure (e.g. DDoS) that could not be prevented by the agreed security measures (§103 of the Estonian Law of Obligations Act). Payment obligations for services already rendered remain unaffected. Each party informs the other without delay and mitigates the effects. If force majeure persists for more than 60 days, either party may terminate the affected subscription with a pro-rata refund of prepaid fees.

43. Sanctions and Export Control (Party Level)

43.1 Each party represents that it complies with applicable sanctions and export-control laws of the EU and UN and, to the extent applicable to it, the US and UK.

43.2 The Customer represents and warrants that neither it, nor any entity owning or controlling it, nor any of its Users authorised to use the Service, is a sanctioned or listed party or located in a comprehensively sanctioned territory, and that it will not permit access to the Service from such territories or by such parties. The Customer will notify plusRS immediately if this changes.

43.3 plusRS may block access from specific territories and may suspend or terminate the Agreement without liability to the extent required to comply with sanctions or export-control law, or where plusRS reasonably believes Section 43.2 is breached.

PART I — FINAL PROVISIONS

44. Changes to These Terms

44.1 plusRS may amend these Terms and the documents referenced in Section 4.6 with at least 30 days' notice by email or prominent in-product notice, stating the changes and their effective date. plusRS may additionally require click-re-acceptance at sign-in.

44.2 If an amendment materially disadvantages the Customer, the Customer may object before the effective date; in that case plusRS may either continue the Agreement on the unamended Terms until the end of the then-current billing period (after which the amended Terms apply or either party may terminate) or terminate the Agreement at the effective date with a pro-rata refund of prepaid fees. Continued use after the effective date without objection constitutes acceptance, provided the notice pointed out this consequence.

44.3 Amendments that are purely beneficial to the Customer, legally required, or that concern new features not previously contracted may take effect without the notice period.

45. Notices

45.1 Notices to plusRS: legal notices must be sent by email to the address published at opexone.io (currently opexone@plusrs.com), or by post to the registered office. Data-protection matters: privacy@plusrs.com.

45.2 Notices to the Customer may be given by email to the administrative or billing contacts on file, or by prominent in-product notice for operational matters. The Customer keeps its contacts current; notices to the last known contact are deemed given.

45.3 Notices are deemed received on the Business Day following dispatch (email) or per postal proof. Text form (including email) satisfies any writing requirement in these Terms unless mandatory law requires more.

46. Assignment; Subcontracting; Miscellaneous

46.1 The Customer may not assign or transfer the Agreement or rights under it (including claims against plusRS) without plusRS's prior written consent, except to a legal successor in a merger or to an Affiliate that assumes all obligations, with notice to plusRS.

46.2 plusRS may assign the Agreement to an Affiliate or in connection with a merger, acquisition, reorganisation, or sale of the business or of substantially all assets relating to the Service, with notice to the Customer, and may subcontract per Section 7.4.

46.3 The Agreement (Section 1.2) is the entire agreement on its subject matter and supersedes all prior discussions. Section 4.6 governs precedence.

46.4 These Terms are drafted and concluded in English; the English version prevails over any courtesy translation. Communication language is English; German is accommodated where practicable, without obligation.

46.5 If a provision is or becomes invalid or unenforceable, the remainder stays in force; the parties will replace the invalid provision with a valid one coming closest to its commercial purpose. The same applies to gaps.

46.6 A failure or delay in exercising a right is not a waiver. Waivers must be declared in text form.

46.7 Nothing in the Agreement creates a partnership, joint venture, agency, or employment relationship, and there are no third-party beneficiaries except as stated in Sections 38.8 and 37.1.

47. Governing Law and Jurisdiction

47.1 The Agreement and any non-contractual obligations arising out of or in connection with it are governed by the law of the Republic of Estonia, excluding its conflict-of-laws rules and the UN Convention on Contracts for the International Sale of Goods (CISG).

47.2 Any dispute, controversy, or claim arising out of or in connection with the Agreement, including its validity, breach, or termination, shall be finally settled by arbitration in accordance with the Swiss Rules of International Arbitration of the Swiss Arbitration Centre in force on the date on which the notice of arbitration is submitted. The seat of the arbitration is Zurich, Switzerland; the arbitral tribunal consists of one arbitrator; and the language of the arbitration is English. Notwithstanding the foregoing, either party may apply to any court of competent jurisdiction for interim or injunctive relief, and plusRS may bring proceedings for the recovery of undisputed fees due under the Agreement before Harju County Court (Harju Maakohus), Tallinn, Estonia or the courts of the Customer's general place of jurisdiction.