1. Definitions
• Agreement: This Agreement comprises the order form and these Standard Terms and Conditions for the supply of services to the Client.
• Client: The organization specified in the order form and within this agreement.
• Commencement Date: The date this Agreement begins as specified in the order form.
• Data Controller & Data Processor: As defined in the GDPR.
• Deliverable: Any data, report, analysis, or service specified in the order form to be delivered under this Agreement.
• DP Act: The Data Protection Act 2018 and any subsequent legislation amending or replacing it.
• Exero Social: The provider of services under this Agreement, headquartered in Prague, Czech Republic.
• Personal Data: As defined in the GDPR, including the processing requirements stipulated in this agreement.
2. Duration
The Agreement starts on the Commencement Date and will continue until the end of the specified term, unless terminated earlier as provided in these Terms.
3. Payment
• The Client will pay for the Deliverables as outlined in the order form, plus applicable VAT. Unless agreed upon otherwise in writing, payments are due prior to services being rendered.
• Failure to make timely payments may result in additional charges or modifications to the payment terms.
4. Supply of Deliverables
• Exero Social will deliver the specified services on the agreed dates, subject to delays beyond its control.
• Deliverables will be provided in the specified format unless adjustments are needed to maintain quality standards.
5. Intellectual Property Rights
Exero Social retains all rights in the data and any databases containing such data. The Client is granted a non-exclusive, non-transferable license to use the data for the agreed purposes.
6. Data Protection and Security
• Both parties will comply with all applicable data protection laws and will assist each other in complying with these laws.
• The Client is responsible for maintaining the confidentiality and security of the data provided.
7. Investigation of Data Breaches
The Client must cooperate with Exero Social in investigating and mitigating any data breaches or suspected breaches.
8. Confidentiality
Both parties must keep all confidential information secure and undisclosed, except as required for the agreement's performance or by law.
9. Liability and Indemnities
• Exero Social does not warrant the accuracy of the data and is not liable for decisions made based on it.
• The Client indemnifies Exero Social against all liabilities arising from data use contrary to the agreement.
10. Termination
• The Agreement may be terminated by either party on providing the required notice or immediately by Exero Social if the Client breaches the terms.
• All rights and obligations accrued prior to termination will remain in effect post-termination.
11. Notices
Notices must be written and sent to the designated addresses by hand, post, or courier, and are deemed received as specified.
12. Force Majeure
Neither party is liable for delays caused by events beyond their reasonable control.
13. Use of Data
The Client agrees to use the data only as allowed under the Agreement and will not disclose or transfer the data without proper authorization.
14. Permitted Purposes
The Client may use the data only for the purposes explicitly agreed upon in the order form.
15. General
• This Agreement represents the entire understanding between the parties regarding the subject matter.
• The terms may be amended only by written agreement of both parties.
16. Governing Law
• This Agreement is governed by the laws of the United States of America, and the parties submit to the exclusive jurisdiction of its courts.
• This Terms & Conditions document is designed to comply United States and EU privacy standards, particularly the GDPR, and reflects the obligations and rights of both parties under the Agreement.


Business Terms and Conditions Policy Updated: 15 May 2024