Regulation 123cargo

Last updated: 26-05-2026

1. BursaTransport and 123cargo are hereinafter known as Application. Known as BursaTransport on the territory of Romania and known as 123cargo outside Romania, is the software application hosted at the Internet addresses www.bursatransport.com and www.123cargo.eu which are the property of Dacodasoft SRL, company founded and operating according to Romanian laws, member of the ALPEGA Group. It is a professional self-service application with prepaid access and with admission rules, designed for the operators and users of the road freight transport. 
2. Mission of Application. It facilitates the meeting of demand with the supply of road freight transport. Launched in 2001 in Romania under the name of BursaTransport, now under the brand 123cargo, it turns from a platform of local interest into a platform of regional and international interest. 
3. Community (of Application) and community members. Represent the totality of companies with active access to Application. 
4. Users of Application. They are individuals, proxies of company member of community of Application. They use the Application strictly in the name and for the benefit of the company whose proxies they are. A company member of community has at least a user – the person who performed the operation of registration of company in Application and a variable number of extra users, depending on the needs of use. Each user has an account of access to Application. The account cannot be used simultaneously on several devices.  
5. Administration of Application. This is the team who administers the Application. The Administration watches over the good functioning of the software Application from technical point of view and the observance of the rules below by the community members and its users.
6. Confidentiality policy. It is part of services contract made available by the administration and its provisions are applied and construed exclusively by reference to the specifics of the contract concluded between professionals, without the contracting parties being deemed or considered as affiliated operators or as Operators-authorized persons. The personal data of the Parties’ legal/conventional representatives as well as of the persons involved in the execution of the Contract shall be processed by the Parties in order to conclude and execute the contractual relationship or for other legitimate purposes, observing the provisions of the Data Protection Legislation.   
7. Exchange of information with other ALPEGA platforms. Between the Application and other ALPEGA platforms: Teleroute, Wtransnet and Connecta. The purpose of the exchange is to consolidate into the biggest European logistic virtual market. By accessing the Application you agree this exchange. The access in Application is subject to eligibility conditions. The Application reserves the right to filter the information sent to the other platforms ALPEGA.

1. Registration of the company within the Application. Registration is a self decided and executed process. The registration is executed by a proxy of the company. All contact details of the company's representatives are interpreted by the Application administration as public data, business data and not as personal data. As the creation of user accounts by individuals/natural persons is prohibited, it is recommended that the data used in creating user accounts to be public data, already made available to the public by performing the advertising formalities required by law and not personal data which may allow that an employee of the company to be identified. The entire liability for failure of compliance with this recommendation and for all and any consequences arising from this failure of compliance rests with the company, any possible liability of the Application administration being excluded.

   1. The initiation of registration of company on the platform belongs to the company. The registration is made by a company proxy. He/she will become the first user of the company. 

   2. The registration of the company begins by declaration of the fiscal code of the company and the country where it has its registered office. The fiscal code at country of residence level is unique. Therefore, the same company cannot register several times on the platform.

   3. At the registration of company, the user declares the legal data of the company. The legal data declared will be checked by the administration of Application at the granting of unlimited access to the platform, after the registration and the payment of the access cost. 

   4. The finalization of company registration has the purpose of issuing the services agreement by Dacodasoft SRL as provider of services to the newly registered company. The company has the obligation to download it from the platform. The contract is signed at distance by electronic means and will not be issued in hardcopy by post.
2. The Company ended the registration in Application and is still inactive. This status lasts until the activation of access by the Application administration. The activation of access is given after going through successfully the procedure of admission of new members by the administration. The procedure is executed at the collection of the access price paid by the company. Until then, the new company is still not visible to the community of Application. The Company, by its user, cannot consult the postings of the other members and cannot post. In this stage, but also later, after obtaining access, the user can provide information about his own company. The administration of Application strongly recommends you to make a profile as transparent as possible of own company for the purpose of facilitating the communication with the other members of community. This information is delivered at own responsibility of the company, but the Application administration reserves the right to ask for evidence. 

   1. Description of company activity and declaration of various licenses and professional documents for road freight transport

   2. Definition of various business locations of the company and contact data

   3. Contact persons and among them extra users of Application. Positions and functions in company, business contact data, languages spoken 

   4. Description of the trucks fleet and location to which they are assigned

   5. Mentioning the warehouses and their types
3. Selection of access subscription. For companies not resident in Romania, the Application offers the prepaid subscription as the only mode of access. Subscription includes all the available services. Some of these services might be offered under eligibility rules, or restrictied by country of residence of the company. 
4. Payment of access cost. As a security check, the first access payment is compulsory to be executed by wire transfer from a company owned bank account. To ease the payment execution, user can download a proforma invoice accordingly with the choosen subscription type. 
5. Access activation of the self registered company. Following the onboarding procedure, the Administration activates access in a time frame between two hours to maximum 5 working days, depending on the possible company induced risk level toward the other users. The Administration of Application might decline the access activation of the company. In this case the payment is returned to the company.  If the company is accepted, the fiscal invoice is issuoed by the Application and offfered for downloading by the onboarded company. In both cases, the proxy user is informed through an email message upon the result of the onboarding process. 
6. Status of active access of company in Application. The access to the whole content of Application is valid for the period of validity of the current subscription, subject to the limitations herein described. The access can be limited by the administration of Application, for the non-observance of conditions of use. The limitation can be at the level of one user of the company or at the level of the whole company. The duration of limitation can be temporary or permanent. Companies with active access are featured on the list of companies. Moreover, those to whom the measure of withdrawal of the membership has been applied shall remain featured in the list of companies. 
7. Access renewal. According to the optional-in business model of the Application, earliest one month before subscription expiration, the company can renew access by purchasing one more prepaid subscription. The access renewal can be executed also after current subscription expires. No registration or contract need to be renewed. Depending on how long the interruption lasts, a compulsory wire transfer from a company owned bank account might be requested. The access renewal might be declined, in which case the payment is returned. 
8. Status of inactive access. The company remains inactive in the list of companies for two weeks after subscription expires, or permanent - in case the access was restricted during the active subscription for non-compliances with the terms and conditions of the Application.

1. The right to  modify the content of this present document. Depending on the circumstances that may occur and with the purpose of increasing the safety of the transaction, the administration is granted to modify this document.

   1. The totality of information submitted by the users of Application is without any delay and unconditionally made available to all the other users. This information is not subject to any processing before making it available.

   2. Maintains the Application in function for the period when the subscriptions are active.

   3. Under any circumstances it cannot be held responsible or the liability of the administration of Application cannot be invoked for the postings of the Application users. It will not be liable for the direct and indirect prejudices suffered by individuals or legal persons as a result of postings of users.
2. Company’s postings in Application.

   1. The data submitted about own company for the purpose of transparency towards the community of Application, as well as the postings of available loads or trucks, can be consulted only in Application, only by the members with active access and do not become public on internet.

   2. The Application respects the status of professional competition between the community members and does not make available business intelligence tools to make a supervision of own competitors by automatic processing of data.
3. Professional integrity. Payment incidents. Tool to discourage the delayed payment of transport invoices. It is based on the statements regarding the debtor and not collected transport invoices. Based on the documents supporting the non collected invoice, the Administration offers to the debtor either to support the reason of delay either the pay off, before the situation goes public for the members of the Application. Based on exceeding due-date period, Application ranks as a DELAY for less than 60 days, or INCIDENT for longer delays. 

   1. Statement of payment incidents. The Administration strongly recommends to state only situations clearly evaluated without equivocal points of view. Any statement which involves different and sustainable opinions of the claimer and the claimed,  will be declined, so the Parties can address the courts of law, if they want so. 

   2. Minimum necessary documents:

      1. transport order/contract 

      2. invoice/invoices not collected

      3. supporting documents such as transport letter without reserves regarding the transport service

      4. proof of previous amicable approach to recover the invoice

   3. The documentation is uploaded in PAYMENT INCIDENTS module by the claimer. The reporting of incident is ended at the reception of documentation.

   4. The statement of non recovered invoice can be executed earliest 2 days after the due date.

   5. After the documentation is finished, the statement is checked by Administration. If documents fully suppport the statement, the debtor is informed by the administration upon the situation and iminence of publishing the statement in behalf of all Application memebers.  The debtor gets an 8 working days either time frame to pay off or to support the reason of delaying the payment.

   6. After 8  working days the statement is made public for the Application members if:

      1. debtor does not react

      2. debtor does not sustainable support a reason for delaying the payment

      3. debtor does not offer the proof of the pay off

   7. In case the incident is mitigated, the statement does not go public, but affect the scoring of the debtor. 

   8. The payment delays are outdated in 6 months after the due date and the payment incidents 2 years after the due date. Unresolved incidents and delays will not be outdated.

   9. If the debtor pays off after the incident became public, claimer has to mark the collection on the published incident.
4. Professional integrity. Transport incidents. There are situations when the claimer reports the non-compliance of good professional practices occurred during the transport. The statement of transport incident can be executed latest 15 since occurrence. Statements where the administration cannot reasonable evaluate the claimed situation will be declined. 

   1. Minimum necessary documents:

      1. transport order/contract

      2. Reasonable any other documents supporting the statement. To force an immediate payment of the service by retaining the load despite the contract set with a payment due date, is the worst transport incident for Administration.

   2. The documentation is uploaded in TRANSPORT INCIDENTS module by the claimer 

   3. The reporting of incidents ends when the documentation is received.

   4. Similar to payment incidents, the claimed company gets the time frame necessary to support his approach regarding the stated circumstance. If both claimer and claimed companies have reasonable approaches but different, the incident is declined and does not go public for Application memebers.

   5. The transport incidents stay public for 6 months.
5. Scoring of Application.

   1. It is a tool for evaluation offered to community members. The scoring consists of following separate evaluations:

      1. A company ranking following the company’s activity in the Application in the last 2 years, such as Forwarder, Carrier, Shipper

      2. The weight of load poster actions (as forwarder or shipper), compared with the other’s weight

      3. The weight of load consultant actions (as carrier)

      4. Based on payment incidents claimed against combined with activities as load poster: the quality for beeing customer in transport contracts

      5. Based on transport incidents, the quality as provider in transport contracts

   2. The Scoring is the result of an automatic calculation made and remade every day. The scales on which the scores are expressed are determined by the extreme performances (minimum and maximum) recorded in application. The Scoring begins to be displays in the profile of each active member after the first month of active access of the company.
6. Automations of Application. They are designed to ease the usage of the Application and to offer the best possible satisfaction of the users:

   1. The posted loads and trucks are automatically deleted at the expiration date of their validity as set by the posters, if the posters did not delete themselves 

   2. The posts are automatically deleted if 3 different consultants report that they are obsolete following the interraction with the poster

   3. The multiple posting attempts of the same load are rejected at posting company level, no matter how many users the company has. It is intended to offer the best reasonable comfort for the consultants. Also rejected is any post deleted by the poster and hastily reposted in order to regain the position at the top of the list of loads to gain consultants’ attention

   4. Inteligent sorting criterias used to enlist the  posts, according with the filtering choosen by the consultant, in searching loads or trucks

   5. Mechanism of refreshing the current list requested by the consultant without any manual action of his

   6. Automatic messages issued by the Application, designed to warn the users about various aspects of their activity in Application

   7. The automatic limitation of over-posting of the loads and the alternation of warnings with a penalizing regime during which the posting of a load will be difficult to be done. The over-posting of a load is defined as the multiple publication of the initial post with inconsistent changes from the original one, or the attempt to repeatedly modify a posted load or the deletion and reposting of the same load. In this automated process, consideration shall be given to the fact that the user representing the company is, as a rule, a human person, and his/her daily operating capacity is limited.
7. Graphic symbols in Application. They are similar to traffic signs in road traffic. The symbols are accompanied by explicit tool tips:

   1. Attached to the company name. They are designed to emphasize either a meritorious activity in Application (continuous presence, excellence in activity) or a warning for possible partners regarding the temporary performance of that company 

   2. Attached to all the postings of company: for example, the loads posted by a company which already has 3 payment incidents published will be accompanied by a warning signal for possible carriers, subcontractors 

   3. Attached to users: stated current languages, secured login applied by the user which proves more trust regarding his identity, possesion of a pro FX user certificate
8. Fraud and fraud prevention in Application

   1. Any electronic platform involves the risk of fraud committed by some users against other users. The responsibility for prevention of fraud is divided between the Application and the users. The latter have the duty as proxies of the employer company to use the Application with professionalism. The platform administration envisages the following types of fraud to which its users can be subjected:

      1. Risk of non-payment for transport services. Against this risk the administration implemented evaluation criteria included in the onboarding procedure, and about active members, the scoring of company is made available to the other members of the community. Concretely: the score of contractual behaviour as customer

      2. Risk of theft of goods entrusted to be carried. The theft of merchandise can happen by using the identity of a real carrier by an impostor who simulates its identity, generally similar email addresses, but different from those of real carrier. Against this risk, the administration of Application: 

         1. Makes available to the user the secured authentication mechanism, which reduces to zero the chance that the username and password (credentials) of a user can be used by a robber who presents before an interlocutor in Application as the true user.
         2. For any posting, all the contact data of the company of the poster are made available and the recently modified contact data including by an identity robber are marked with distinctive colours. 

   2. All the prevention measures of Application do not offer protection to users without the professional use of Application, which is detailed below.
9. Changes

   1. For the purpose of this clause, “Changes” shall mean updates, new versions or options, extensions, enhancements, modifications to the Application and/or to the look and feel of the Provider websites, customer account, customer profile and/or user accounts. Changes are governed by the Agreement.

   2. Provider reserves the right at all times to provide Changes to the Application, to correct any errors and/or make changes to the technical characteristics and specifications of the Applicatoin. However, Provider will apply commercial reasonable efforts to notify Customer in advance of such Changes. In case of a release of a new version of the Application, Provider shall inform the Customer reasonably in advance of such new release (setting out the scope and details of the release) prior to its implementation. 

1. Responsibility of the company member of Application

   1. Through its proxies (posters) the company is responsible for all the data provided about its own structure and activity.

   2. At the request of administration or of the other members of community addressed to administration, the company has the obligation to document the provided data.

   3. The company member uses the Application only for own interest, namely strictly in favor of the road freight transport carried out or requested by the company; therefore, it cannot initiate or accept transport transactions initiated in Application in the name of a third party and it may not use the pages of the Application for business purposes other than the road freight transport.

   4. Customer shall take commercially reasonable measures to ensure its compliance with applicable anti-terror regulations and other national and international embargo and trade control rules. Customer represents and warrants that it is not and will not be during the term of this agreement subject to any restrictions on export of goods or technology that apply to their use of the Application.

   5. The Application may include tools providing information on the basis of objective criteria. Information generated by such tool is provided for information purposes only, without any warranty of any kind. The Customer is responsible for making its own enquiries and verifications with respect to the reliability and integrity of the information obtained through the Application and the companies or persons having submitted them or which the Customer deals with through the use of the Application. The Customer acknowledges and accepts that Provider will bear no liability towards the Customer with regard to (i) the correctness, integrity and truthfulness of the information submitted by any third party or (ii) the verification of the information and/or documents submitted by a third party making use of the Application. The Customer is liable for any damage that may result from the provision of incorrect or incomplete information and/or documents by the Customer and/or its users.
2. Responsibility of the proxies of company as users.

   1. Does not use the Application except for the interests of the hiring company

   2. In any circumstance in which he initiates a communication based on the posting of another user, he should consult first the record of the other user's company

   3. When he offers transport, he should check the scoring, licenses, other documents made available by the company to which he prepares to make a transport offer, for the purpose of avoiding a delayed reception of the transport service

   4. When he asks for transport, he should check the contact data of the bidder: especially the email address or telephone number; they should coincide with those mentioned in the record of the bidder company. A special attention is required when the email server of the bidder is not a company server, but a generic server.

   5. When he receives a confirmation for a transport request, to the extent of possibilities, he should check the transport license and the authenticity of the truck license plate number

   6. The loads to be transported or the available trucks posted must be real, each of them

   7. He must not use a defamatory language in the communication with other users, must not denigrate and must not have racist expressions of language

   8. He respects the destination of page when he posts 
3. The consultation of Application pages is manual. The crawler type of software is prohibited. Moreover, it is forbidden to check company profiles for any purpose other than that of establishing a contractual relationship of freight transport with the checked companies.

4. Communication with administration of Application. The assistance required, the suggestions and dissatisfactions of users are communicated by phone or email, and not on the pages of Application. The non compliant communication with the Administration might be penalised.

   
   

1. The changing of conditions of use is granted to administration, depending on the content and circumstances which may appear in the future. 
2. Refusal of access to the Application. Obtaining or maintaining access to the Application may be conditioned by the request for a “security” payment: a symbolic amount that will be immediately returned but paid by bank transfer from the company’s account. The Administration can reject the access request: 

   1. for connections with suspended companies regarding the shareholders, directors or users

   2. based on the general business information which leads to a potential risk evaluated to the detriment of Application members. The Administration does not have the obligation to provide this kind of information.
3. Withdrawal of the capacity of member of a company. The situations mentioned at point 3 letters a, b, c, e, f and g are considered culpable actions of the company member of our community and entitle the administrator of the Application to terminate the contract with the payment of damages. By consequence, in this case, all the accounts (users) of the company are permanently suspended:

   1. for issuing to another Application member a payment instrument which at due date is refused for deduction

   2. for the attempt to mediate a transport service at a loss by using for this purpose the Application

   3. for declaration of false or insufficiently substantiated information:

      1. at registration on the platform

      2. at the request of administration; a special note for justifying the suspicious over-posting of loads: general/framework contracts or the explanation that the source of the over-posted loads is a telephone order shall not be allowed as reasonable support; only written documents showing without any doubt that the posted loads represent real requests for transport shall be allowed

      3. in the company profile

      4. payment orders which are later withdrawn or not honored, at the extinction of delays or payment incidents 

   4. based on the general business information which leads to a potential risk evaluated to the detriment of the Application members. The administration does not have the obligation to provide this kind of information. 

   5. for repeated non-observance of the conditions of use by its users

   6. for use of a software tool without the prior authorization when consulting the pages of Application or for the excessive and unjustified consultation of company profiles compared to the needs imposed by the transport (load post, truck consultation, etc.)

   7. for producing the worst type of transport incident: forcing an immediate payment of the service by retaining the load despite the contract set with a payment due date
4. Full temporary suspension of the capacity of member of a company. Implicitly all the accounts (users) of the company are temporarily suspended:

   1. for one week for not providing within 2 working days the supporting documents requested by administration in relation to the information provided on own responsibility

   2. for one month after the documentation of an order/contract from another company than the one which posted the load

   3. for one month, after the documentation of a confirmation of truck from another company than the one who negotiated the transport
5. Temporary and partial suspension of a member's operating rights. By default, all member’s accounts (users) within the Application are partially suspended for posting the loads for:

   1. cumulating incidents/late payments filed against it; the suspension shall remain in force until the significant decrease of the payment incidents’ number

   2. risk to other users, consisting in the possibility of difficulty in collecting the transport value from the posting party; the suspension shall remain in force until the risk posed by the suspended company is reduced
6. Full temporary suspension of a user. It does not affect the rights of the member (company) for which and in the name of which he uses the Application:

   1. for one week for repeated non-observance of conditions of use

   2. for one week due to abuse in the use of expired loads tag

   3. for one week for over-posting of loads for which, upon the Administration’s request, no reasonable veracity justification is provided, or for non compliant communication with Administration

   4. for one month for the loan of the right of access to another person
7. Deletions of contents already posted or refusals of posting. Administration can delete the postings of users which are visibly false or multiple posted or not documented enough at the request of administration. 
8. Claims of suspended persons. The company, community member, does not have right to be returned the value of rights of access already paid for the suspension period or subscriptions and credits which were not used in case of withdrawal of the capacity of Application member. 
9. Personal identity check. Administration has the possibility to request in some circumstances the check of identity of the administrator or company’s proxi. The check will be processed online compliant with GDPR regulations.

1. For the purpose of this clause, "data" shall mean a reinterpretable representation of information in a formalized manner suitable for communication, interpretation, or processing. 
2. For the purpose of this clause, "processing" and all derivatives of such term shall mean any operation or set of operations which is performed on data or on sets of data such as collection, recording, organisation, structuring, storage, adaptation or alteration, retrieval, consultation, use, disclosure by transmission, dissemination or otherwise making available, alignment or combination. 
3. Beneficiary grants to Provider the right to process, or have it processed by a third party, any and all data provided by Beneficiary and its users through the Application for the purposes of the Agreement and for purposes of performing big data analytics and/or generating industry-wide analyses, statistics and reports, as well as for machine learning purposes to the extent such processing (i) does not conflict with the normal exploitation of the data by Beneficiary, (ii) is done anonymously and in an aggregated way and (iii) does not unreasonably prejudice the legitimate interests of Beneficiary. 
4. Provider has the right to create and publish such anonymous and aggregated analyses and reports based on the processing permitted under this clause F., including for commercial gain, and Beneficiary disclaims any right therein. For the avoidance of doubt data used for performing big data analytics, generating industry-wide analyses, statistics and reports and/or machine learning shall not contain any personal data or data that can be attributed to the Beneficiary.
5. Beneficiary will be solely responsible of the content of the data as processed via the Application (including its accuracy, quality and integrity). 
6. Provider reserves the right to monitor the content of any data provided via the Application and, at its sole discretion, to withhold, remove, and discard any data without notice in case of any non-compliance with the Agreement. 
7. Either party shall establish and maintain reasonably appropriate standard safety and facility procedures in relation to the data of the other Party.

1. Under no circumstances, shall Provider be liable to Beneficiary, including its users, for any indirect, special, incidental or consequential damage of any kind (including increase in general overheads, disruption of business, third party claims against Beneficiary, damages due to business interruption or lost profits, savings, competitive advantage or goodwill arising from or related to the Agreement, whether or not foreseeable, and regardless of the cause of such damages or the prior information of the possibility of such damages) under any legal theory (tort, contract or otherwise). Provider shall under no circumstances be liable for shortcomings of third parties (including transport or delivery problems, hardware defects, connection or telecommunications problems, acts of an independent installer). 
2. Without prejudice to mandatory applicable law, Provider shall only be liable for damages, under any legal theory (tort, contract or otherwise), for which Beneficiary can demonstrate that these result directly from the fault of Provider. 
3. Except for more specific stipulations that may apply where appropriate, any complaint regarding the Application must be made in writing and sent by registered letter within one  month of the time Beneficiary gained knowledge (or should reasonably have become aware) of the fact leading to the complaint. Provider will be discharged of liability in the event of notification after such one month period.
4. Provider is not a party to and is not responsible for the content or validity of files, transactions, data and/or documents generated through the use of the Application. 
5. Provider is not responsible for the hardware, computer programs, products, services or (the content of) websites of third parties. Provider cannot be held liable for the failure of any infrastructure (computer programs and/or hardware) of third parties. 
6. Nothing in this Agreement shall limit or exclude the liability of either Party for death or personal injury caused by its negligence, wilful misconduct, fraudulent misrepresentation or concealment or for any other liability which cannot be limited or excluded by applicable law.
7. The limitations of liability set forth in the Agreement shall only apply to the greatest extent permitted by the applicable law.

1. Switching: “EU Data Act” means the Regulation (EU) 2023/2854.

   Only in case the Data Act applies, the switching and exit conditions as set forth in this clause shall apply.

   In case the Customer intends to switch, it shall initiate the switching by sending a switching request in writing to Provider. The notice period shall be 2 months upon receipt of the switching notice by Provider (“Notice Period”). The Customer shall apply best efforts that the Notice Period will expire at the end of a respective month.

   Upon expiry of the Notice Period, a transition period shall apply with a term of 30 calendar days (“Transition Period”), in which Provider shall return the Customer data in a mutually agreed format to the Customer. In case Provider is of the opinion that it is technically not feasible to return the data during the Transition Period to the Customer Provider shall within 14 working days upon receipt of Customer’s switching request, explain to the Customer textually the technical unfeasibility and indicate an alternative Transition Period, which shall not exceed 7 months. Customer shall confirm the receipt of Provider’s extension notice within 3 business days upon receipt. Customer himself shall have the right to extend the Transition Period textually once in its reasonable discretion, for no longer than 7 months. Provider shall confirm the receipt of Customer’s extension notice within 3 business days upon receipt. 

   Upon expiry of the Transition Period, the Customer data shall be still retrievable for the Customer for at least additional 30 calendar days. After that, Provider will erase the Customer data, if not agreed otherwise in the Agreement and subject to statutory retention periods and Provider’s applicable back-up routines. 

   The Agreement shall be considered as terminated upon completion of the successful switching, which shall be defined as the return and the completion thereof of all exportable Customer Data (”Exportable Data”) in a mutually agreed format to the Customer or, in case the customer does not want to switch, by the erasure of the Exportable Data, subject to statutory retention periods and Provider’s applicable back-up routines. 

   Customer shall notify Provider in writing that the switching process is successfully completed. Upon successful switching, (the respective parts of) the Agreement is considered as terminated. Provider will notify the Customer of the respective Agreement termination. In case the Customer does not notify Provider about successful switching, while Provider has justified grounds to believe that the switching was successfully completed, Provider may send the Customer the request for confirmation whether the successful switching took place. If the Customer will not confirm successful switching within 30 calendar days from such request, it is deemed that the switching was successful and the Agreement will be considered as terminated. 

   During the switching process, Provider shall (i) provide reasonable assistance to the Customer and Third Parties authorised by the Customer in the switching process; (ii) act with due care to maintain business continuity, and continue the provision of the services under the Agreement; (iii) provide in the exit plan clear information concerning known risks to continuity in the provision of the services; (iv) ensure that a high level of security is maintained throughout the switching process, in particular the security of the Exportable Data during their transfer, (v) support the Customer’s exit strategy relevant to the Agreement, including by providing all relevant information (vi) provide in the exit plan an exhaustive specification of all categories of Exportable Data that can be ported during the switching process and an exhaustive specification of categories of data specific that are to be exempted from the Exportable Data.

   The Customer undertakes to take all measures to achieve effective switching. The Customer undertakes to be solely responsible for the import and implementation of Exportable Data in their own systems or in the systems of the new provider. The Customer or Third Parties authorised by them, including the new provider, undertake to respect the intellectual property rights of any materials provided in the switching process by Provider, as well as Provider’s trade secrets. The Customer undertakes to provide access to and if necessary to sublicense the use of these materials to Third Parties or to the new provider only insofar as necessary to complete the switching process until the end of the agreed Transition Period, respecting at the same time the confidentiality commitments, as well as the intellectual property rights granted by Provider. 

   Without prejudice to other legal remedy available under applicable law, iIn case the EU Data Act applies, a termination pursuant to these terms and conditions, or as agreed otherwise in the Agreement, shall only become effective upon successful completion of the switching process or at the end of the Notice Period for initiation of the switching process, where the Customer does not wish to switch but to erase its exportable data and digital assets upon service termination. 

   The Parties expressly agree that Provider’s performance of any obligations arising under the EU Data Act, including but not limited to facilitating switching, shall be conditional upon the Customer’s full compliance with its obligations under this Agreement. Provider shall not be required to perform any such obligations to the extent that the Customer is in breach of its obligations hereunder. 
2. Modifications : In view of the provision by Provider of the Application and also given the further development of the Application, Provider reserves the right to make changes and modifications from time to time to the Agreement and Terms and Conditions. However, such changes shall not pertain these terms and conditions and the Agreement/Terms and Conditions, regarding the applicable law and choice of forum, term and termination, liability, warranties, confidentiality provisions, methods for the use and change of subcontracting.

   Any change or modification to the Agreement/Terms and Conditions will be effective as of the date mentioned by Provider on its websites and/or customer profile. For any material changes to the Agreement,/Terms and Conditions Provider will take reasonable steps to notify Beneficiary of such changes within a reasonable time period in advance. In all cases, continued use of the Application by customer after publication of such modifications, with or without notification, constitutes binding acceptance of the modified Agreement/Terms and Conditions.

   If any change is made to applicable laws, regulations or standards that significantly affects Provider’s ability to provide the Application in accordance with these laws, Provider shall immediately notify the Beneficiary. The Parties shall meet in good faith to discuss the changes necessary to ensure compliance. All additional costs resulting from such compliance shall be borne by the Beneficiary, unless otherwise agreed.

3. Sanction law : Both Parties agree that while providing and using Application to perform all activities in strict compliance with all provisions of all trade, customs, import and export and sanctions and other related and similar laws, regulations, requirements, and restrictions which are applicable under the laws of its respective territories and any other jurisdiction applicable to the business conducted, such as:

       ◦ export control laws, applicable trade sanctions and trade embargoes, laws that govern dual use goods;

       ◦ prohibitions to deal with ‘Denied’ or ‘Restricted’ parties, i.e., no legal group entity, its directors, employees, and/or subcontractors appear on any Watch and/or Sanctions lists issued by the UN, EU, UK, and/or the US governmental bodies.

   Beneficiary shall notify Provider immediately in writing or via e-mail in the event Beneficiary or any of its users or a counterparty to any contract contemplated or entered into using the Application becomes listed on any sanctions list.
4. Electronic Signing: The Parties recognize the use of simple electronic signatures (e.g. DocuSign) as legally valid and binding for entering into agreements (including without limitation this Agreement or any order form), unless applicable law mandates any other form of execution.