Terms of Service — Beolta Platform
Version: 1.0.0
Effective Date: 2026-05-01
Last Updated: 2026-04-24
IMPORTANT — PLEASE READ CAREFULLY. By registering on the Beolta Platform, clicking "I Accept," or otherwise accessing or using the Platform, you enter into a legally binding agreement with Editale OÜ (registry code 17430609), trading as Beolta. If you do not agree, do not access or use the Platform.
1. Definitions
In these Terms of Service ("Terms"), the following capitalised terms have the meanings set out below:
| Term | Meaning |
|---|---|
| "Beolta" / "we" / "us" | Editale OÜ (registry code 17430609), a private limited company incorporated in Estonia, registered address: Narva mnt 7-557, 10117 Tallinn, Harju maakond, Estonia, trading under the name Beolta, and its successors and assignees. |
| "Platform" | The Beolta web application and associated APIs available at app.beolta.com, including all signal detection, matching, research-brief, and outreach-generation features. |
| "User" | Any individual or legal entity that creates an account on the Platform. |
| "Contractor" | A User who is a service provider (including, without limitation, IT outsourcing companies, development agencies, construction firms, legal-services firms, marketing agencies, and similar professional-services providers) registered on the Platform as a service provider. |
| "Buyer" | A company or individual that is identified by the Platform's signal engine as a potential purchaser of services offered by Contractors. Buyers do not necessarily have accounts on the Platform. |
| "Shortlist" | A ranked list of Contractors algorithmically matched to a specific Buyer and presented or communicated to that Buyer (or to a User on their behalf). |
| "Introduction" | The first documented contact or disclosure between a Buyer and a Contractor that occurs as a direct result of a Shortlist generated by the Platform. |
| "Deal" | A paid engagement, contract, or statement of work executed between a Buyer and a Contractor within the Attribution Window. |
| "Deal Value" | The Total Contract Value of a Deal, calculated as set out in Section 4.4. |
| "Success Fee" | The commission payable to Beolta upon closing of a Deal, as defined in Section 4. |
| "Attribution Window" | A period of 365 calendar days from the date of Introduction, during which a closing Deal is attributed to the Platform. |
| "Tier" | The subscription level of a Contractor: Free, Verified, Growth, or Scale, as published on the Platform's pricing page. |
| "Account" | The registered profile and associated credentials of a User on the Platform. |
| "Personal Data" | Any information relating to an identified or identifiable natural person, as defined under the GDPR. |
| "GDPR" | Regulation (EU) 2016/679 (General Data Protection Regulation) and any national implementing legislation. |
| "Business Day" | A weekday (Monday–Friday) that is not a public holiday in Estonia. |
2. The Platform and Services
2.1 Description
Beolta is an AI-powered sales intelligence platform serving Contractors across multiple verticals (including, without limitation, IT outsourcing, construction, legal services, and marketing agencies). Per-vertical commercial terms (success fee rates, attribution windows, and similar parameters) may be published separately on the Platform's pricing page and in the applicable vertical "pack" terms, which are incorporated by reference. The Platform:
- continuously monitors public data sources to detect Buyers exhibiting buying signals relevant to the Contractor's vertical;
- scores and matches Buyers to Contractor profiles based on domain expertise, signal strength, and other proprietary factors;
- generates AI-powered research briefs on matched Buyers; and
- supports Contractors in preparing personalised outreach to matched Buyers.
2.2 Platform Roles
These Terms govern two categories of Users:
(a) Contractors — service providers (across verticals including IT outsourcing, construction, legal services, marketing agencies, and similar professional services) who register on the Platform to receive matched Buyer opportunities. Contractors are subject to the Success Fee obligations in Section 4.
(b) Administrative and other users — employees, collaborators, and administrators acting within a Contractor organisation.
2.3 Account Registration
To access the Platform, you must:
- provide accurate and complete registration information;
- be at least 18 years old and have legal capacity to enter into binding contracts;
- if registering on behalf of a legal entity, represent that you are authorised to bind that entity to these Terms; and
- agree to these Terms by actively checking the required acceptance checkbox(es) at registration.
You are responsible for maintaining the confidentiality of your login credentials and for all activity under your Account. Notify us immediately at security@beolta.com if you suspect unauthorised access.
2.4 Account Tiers
The Platform offers the following subscription tiers for Contractors:
| Tier | Description |
|---|---|
| Free | Basic directory presence with opt-out controls and anonymised match notifications; no recurring subscription fee. |
| Verified | Human-vetted badge, de-anonymised match notifications, and basic match analytics. |
| Growth | Full buyer intelligence (signal context, decision-maker contacts), multi-vertical presence, and multi-seat portal access. |
| Scale | All Growth features plus outbound webhooks, reduced success fee rate, and a dedicated account manager. |
Specific feature limits and pricing for each Tier are set out on the Platform's pricing page, which is incorporated into these Terms by reference.
2.5 Beta Features
Beolta may offer features in beta or preview status. Beta features are provided "as is" without warranties, may be discontinued at any time, and do not form part of any service level commitment.
3. Contractor Obligations
3.1 Accurate Profile
You agree to maintain a complete and accurate Contractor profile, including: services offered, domain expertise, team size, geographic region, case studies, certifications, and technology stack. You acknowledge that matching quality depends on the accuracy of this information.
3.2 Permitted Use
You may use the Platform only for legitimate business development purposes consistent with your Contractor profile. You must not:
(a) scrape, crawl, or systematically download Platform data, Buyer information, or Shortlists other than through the API endpoints provided;
(b) use the Platform to generate or send unsolicited bulk communications, spam, or messages in violation of any applicable anti-spam law (including CAN-SPAM, CASL, and similar legislation);
(c) attempt to circumvent or reverse-engineer the Platform's matching, scoring, or research-brief algorithms;
(d) share your Account credentials with any third party or access the Platform using credentials of another User;
(e) submit false, misleading, or fraudulent information regarding any Deal or Introduction for the purpose of avoiding a Success Fee; or
(f) use the Platform in any manner that violates applicable law, regulation, or third-party rights.
3.3 Outreach Responsibility
Beolta provides research briefs and outreach drafts as tools to assist your sales process. You are solely responsible for:
- reviewing all AI-generated content before sending it to Buyers;
- ensuring your outreach complies with applicable law, including GDPR, ePrivacy Directive, and anti-spam laws; and
- obtaining any required consents from Buyers before processing their Personal Data.
3.4 Dealing in Good Faith
You agree to deal with Buyers introduced via the Platform in good faith, and not to take actions designed to structurally avoid the applicability of the Success Fee (including, without limitation, delaying execution of a contract beyond the Attribution Window for the primary purpose of fee avoidance).
4. Success Fee and Payment Terms
4.1 Success Fee Obligation
When a Deal closes between a Buyer and a Contractor within the Attribution Window following an Introduction made by the Platform, the Contractor owes Beolta a Success Fee as follows:
The Success Fee rates set out in this Section 4.1 are the default rates applicable to the IT outsourcing vertical pack. Verticals other than IT outsourcing may apply different per-tier rates and a different Attribution Window, as published in the applicable vertical pack terms on the Platform's pricing page (each such pack is incorporated by reference into these Terms). For example, the construction vertical pack applies a Success Fee of 5% of Deal Value (3.5% for Scale-tier Contractors) and a 730-day (two-year) Attribution Window.
| Contractor Tier at time of Introduction | Success Fee Rate (IT outsourcing pack) |
|---|---|
| Free | 7% of Deal Value |
| Verified | 7% of Deal Value |
| Growth | 7% of Deal Value |
| Scale | 5% of Deal Value |
The applicable rate is determined by the Contractor's Tier at the time the Introduction was recorded by the Platform, regardless of any subsequent Tier change.
4.2 Attribution
A Deal is attributed to the Platform, and the Success Fee obligation arises, when all of the following conditions are met:
- The Platform's matching engine recorded a Shortlist that included the Contractor in relation to the relevant Buyer;
- An Introduction took place within 30 days of the Shortlist being generated; and
- The Deal closes within 365 calendar days of the date of Introduction.
Evidence of Introduction: The Platform's logs constitute prima facie evidence of the date and fact of Introduction. Contractors may provide countervailing evidence in a dispute under Section 5.
4.3 Multiple Source Attribution
If a Contractor claims that a Buyer was sourced exclusively through a channel other than the Platform, the Contractor must submit a dispute under Section 5 within 30 days of receiving the Success Fee invoice. Beolta will adjudicate the claim on the basis of documentary evidence provided by both parties.
4.4 Deal Value Calculation
"Deal Value" means the Total Contract Value ("TCV") of the Deal, calculated as follows:
(a) Fixed-price engagements: the total amount payable under the contract.
(b) Time-and-materials engagements: Deal Value is calculated as follows, subject to the TCV Cap:
- If the Statement of Work or contract specifies an estimated total budget or a monthly estimate: use that figure, multiplied by the contracted term in months, capped at 12 months;
- If no monthly estimate is specified: use the average of the Contractor's first three invoiced months to the Buyer, multiplied by 12. Where fewer than three months have been invoiced at the time of fee calculation, Beolta will use the average of available months and reconcile within 30 days of the third month's invoice;
- In all cases, the result is subject to the TCV Cap of 12 months' equivalent monthly value.
(c) Retainer or subscription-based engagements: the monthly retainer amount multiplied by 12, regardless of the actual contractual term.
(d) Multi-year contracts: the TCV Cap is applied per contract, not per year. Deal Value is capped at 12 months' equivalent recurring value even if the contract runs longer.
(e) Amendments and expansions: if a Deal is subsequently amended to expand scope or value, additional Success Fees are payable only on the additional value attributable to the amendment, and only if the amendment is executed within the original Attribution Window.
Contractor obligation to report: You agree to notify Beolta of any Deal closing (or any contract amendment described in (e) above) within 14 calendar days of execution by submitting the required information through the Platform's deal-reporting interface. Failure to report timely may result in an estimated invoice based on available information.
Beolta's audit right: Beolta reserves the right, on reasonable written notice of at least 5 Business Days, to request documentary evidence (contract, first invoice, or SOW) to verify reported Deal Values. You agree to provide such evidence within 14 Business Days of the request. Where evidence demonstrates that a reported Deal Value was understated, Beolta will issue a revised invoice for the difference plus any accrued interest. Where evidence cannot be provided and Beolta has reasonable grounds to believe under-reporting occurred, Beolta may use its own reasonable estimate of Deal Value as the basis for the invoice, subject to the dispute process in Section 5.
4.5 Invoicing and Payment
(a) Beolta will issue a Success Fee invoice within 10 Business Days of (i) Contractor's deal report, or (ii) Beolta's independent identification of a closing Deal. In case (ii), Beolta will provide the Contractor with written notice of its intent to invoice at least 5 Business Days before issuing the invoice, stating the basis for the identification. The Contractor may submit a deal report with corrected Deal Value information during this notice period.
(b) Payment is due within 30 calendar days of the invoice date, unless a dispute has been submitted under Section 5.
(c) Beolta will accept payment by bank transfer, credit/debit card, or other methods displayed in the Platform's billing interface. International payments are subject to exchange rates and banking fees at the payer's expense.
(d) Overdue amounts accrue a late fee charged as a fixed percentage of the overdue amount per month, set according to the Contractor's billing jurisdiction (default 1.5% per month) and capped at the maximum rate permitted by applicable law. The late fee is simple interest and is not compounded. For Contractors established in the European Union, the rate will not exceed the statutory rate under Directive 2011/7/EU (8 percentage points above the European Central Bank reference rate); where the applicable statutory maximum is lower, that maximum applies.
4.6 Taxes
Success Fees are exclusive of any applicable value added tax (VAT), goods and services tax, withholding tax, or similar charges. Where VAT is applicable, it will be added to invoices at the prevailing rate. Each party is responsible for its own income taxes. If you are required by law to withhold any amount from a payment to Beolta, you must gross up the payment so that Beolta receives the full invoiced amount net of withholding.
4.7 No Fee on Direct Self-Generated Deals
The Success Fee does not apply to:
- engagements with Buyers with whom you had a pre-existing commercial relationship documented before the date of Platform registration; or
- engagements sourced exclusively through your own direct marketing activities where the Platform played no role in the Introduction.
For the avoidance of doubt, "pre-existing relationship" means a relationship documented in writing (e.g., prior contract, signed proposal, or email correspondence) that predates the relevant Introduction by the Platform.
5. Dispute Resolution — Success Fee Disputes
5.1 Initiation
To dispute a Success Fee invoice, you must submit a written dispute notice through the Platform's billing dispute interface within 30 calendar days of the invoice date (the "Dispute Grace Period"). A dispute notice must include:
- the invoice reference number;
- the specific ground(s) for the dispute (e.g., incorrect attribution, incorrect Deal Value calculation, pre-existing relationship);
- all supporting documentary evidence (contract, correspondence, sales records); and
- your proposed correct calculation, if applicable.
Disputes submitted after the Dispute Grace Period are not accepted, except where you can demonstrate that the invoice was not reasonably discoverable within 30 days (e.g., due to a Platform notification failure, provided you raise the exception claim no later than 14 calendar days after the invoice became discoverable to you, and in any event no more than 90 calendar days from the invoice date).
5.2 Payment During Dispute
Submission of a valid dispute suspends the payment obligation for the disputed amount until adjudication is complete. You remain liable for any undisputed portion of the invoice, which remains due within the original 30-day period.
5.3 Adjudication
Beolta's Trust and Safety team will review all submitted evidence and issue a written adjudication decision within 14 Business Days of receiving a complete dispute submission. The decision will:
- uphold the original invoice (in full or in part);
- reduce or reverse the invoice; or
- request additional information (pausing the 14-day period until the information is received, up to a maximum extension of 7 Business Days).
5.4 Outcome
(a) If the dispute is upheld in whole or in part, any reduction is applied as a credit on your next invoice; Beolta does not refund amounts already paid except where the adjudication determines an overpayment.
(b) If the original invoice is upheld, the full amount (plus any accrued interest) becomes immediately due.
(c) Adjudication decisions are final unless escalated to arbitration under Section 12 within 30 days of the decision.
5.5 Fraud
If Beolta determines that a dispute was submitted in bad faith or supported by falsified evidence, Beolta may (i) immediately suspend your Account, (ii) accelerate all outstanding fees, and (iii) seek appropriate legal remedies.
6. Intellectual Property
6.1 Platform IP
Beolta retains all intellectual property rights in the Platform, including its source code, algorithms, matching models, research-brief generation logic, user interface, design, and documentation. Nothing in these Terms transfers any ownership rights in the Platform to you.
6.2 User Content
You retain ownership of all content, data, and information you submit to the Platform ("User Content"), including your Contractor profile, case studies, and client logos. You grant Beolta a worldwide, royalty-free, non-exclusive licence to use, store, display, and process your User Content for the purpose of operating and improving the Platform. This licence terminates on account deletion, subject to Section 9.4.
6.3 Feedback
If you provide suggestions, feedback, or ideas regarding the Platform ("Feedback"), Beolta may use and incorporate such Feedback without restriction and without any obligation to you. You waive any moral rights in such Feedback.
6.4 No Reverse Engineering
You must not reverse engineer, decompile, disassemble, or attempt to derive source code from any part of the Platform, except to the extent expressly permitted by applicable law.
7. Confidentiality
7.1 Obligations
Each party may receive confidential information of the other ("Confidential Information") in connection with the Platform. Each party agrees to:
- use Confidential Information only for the purposes of these Terms;
- not disclose Confidential Information to third parties without the disclosing party's prior written consent; and
- protect Confidential Information with at least the same degree of care used to protect its own confidential information, but no less than reasonable care.
7.2 Exceptions
Confidentiality obligations do not apply to information that: (a) is or becomes publicly known through no breach of these Terms; (b) was already known to the receiving party before disclosure; (c) is received from a third party without confidentiality restrictions; or (d) must be disclosed by law or court order, provided the disclosing party is given prompt written notice where legally permissible.
7.3 Buyer Information
You acknowledge that Buyer information surfaced by the Platform is Beolta's Confidential Information and may be used only for the purpose of engaging with the specific matched Buyer through the process contemplated by these Terms. You must not compile, sell, or otherwise distribute Buyer information obtained through the Platform.
8. Data Processing and GDPR
8.1 Data Controller
For Personal Data you submit to the Platform (including information about your team members and contacts), you are the Data Controller and Beolta acts as Data Processor, processing Personal Data only in accordance with your instructions and as set out in Beolta's Data Processing Agreement ("DPA"), which is incorporated into these Terms by reference and available at app.beolta.com/legal/dpa.
8.2 Personal Data Collected by Beolta
Beolta collects and processes Personal Data about Users as described in its Privacy Policy, available at app.beolta.com/legal/privacy, which is incorporated into these Terms by reference.
8.3 Buyer Personal Data
The Platform may surface limited Personal Data about Buyer-side individuals (e.g., names and professional contact details of decision-makers obtained from public sources or third-party data providers). You acknowledge that:
- you are independently responsible for establishing a legal basis for any further processing or communication with such individuals;
- you must comply with GDPR, ePrivacy Directive, and all applicable data protection laws when contacting or processing data about Buyer-side individuals; and
- Beolta provides such data solely to facilitate the Introductions contemplated by these Terms and does not warrant its accuracy or currency.
8.4 Data Subject Access Requests (DSARs)
Beolta provides the following channels to facilitate the exercise of data subject rights under GDPR Articles 15–22:
- In-app: Settings → Privacy → Data Rights (available to authenticated Users)
- Email: privacy@beolta.com
An authenticated API endpoint for DSAR submission is documented in Beolta's developer documentation, accessible to authenticated Users from within the Platform.
Beolta will acknowledge DSAR submissions within 72 hours and respond substantively within 30 calendar days in accordance with GDPR Article 12.
8.5 Data Retention
Beolta retains User account data for the duration of the contract plus 3 years for legal and financial compliance purposes, after which it is deleted unless a longer retention period is required by applicable law. ToS acceptance records (timestamp, user ID, IP address, version accepted) are retained for 7 years to support enforceability of these Terms.
8.6 International Transfers
Any transfer of Personal Data outside the European Economic Area ("EEA") is governed by Standard Contractual Clauses (SCCs) as adopted by the European Commission, or another lawful transfer mechanism. A list of Beolta's subprocessors is maintained at app.beolta.com/legal/subprocessors and is updated with 30 days' notice of material changes.
8.7 Security
Beolta implements industry-standard technical and organisational security measures appropriate to the risk, including encryption at rest and in transit, access controls, and regular security assessments. Notwithstanding the foregoing, no system is perfectly secure, and Beolta cannot guarantee absolute security.
9. Term and Termination
9.1 Term
These Terms commence on the date you register an Account and continue until terminated in accordance with this Section 9.
9.2 Termination by Contractor
You may deactivate your Account at any time via Settings → Account → Deactivate Account. Deactivation takes effect immediately for new Introductions. Your obligations in respect of Deals already Introduced (including Success Fees for Deals closing within the Attribution Window) survive deactivation.
9.3 Termination by Beolta
Beolta may:
(a) Immediately suspend or terminate your Account, without liability to you, if you breach Section 3.2 (Permitted Use), submit fraudulent dispute information under Section 5.5, or engage in conduct that Beolta reasonably determines to be harmful to the Platform, other Users, or third parties.
(b) Suspend for non-payment your Account (setting it to a restricted "billing suspended" state) where an undisputed invoiced amount remains unpaid after its due date under Section 4.5(b), and Beolta has sent the Contractor at least one reminder of the overdue amount. Suspension may be applied on or after the date that is 60 calendar days after the invoice due date. Access is restored promptly upon receipt of the overdue amount (including any accrued late fees under Section 4.5(d)). A billing-suspended Account continues to accrue Success Fee obligations for Deals closing within any open Attribution Window but may not receive new Introductions or generate new Shortlists. Submission of a valid dispute under Section 5 prior to suspension suspends the payment obligation for the disputed amount under Section 5.2 and prevents suspension on that basis for the duration of adjudication.
(c) Terminate for convenience upon 30 calendar days' written notice (email to your registered address is sufficient). In this case, no new Introductions will generate Success Fee obligations after the effective termination date; however, all Success Fee obligations arising from Introductions recorded before the effective termination date survive and remain enforceable as provided in Section 9.4.
9.4 Effect of Termination
On termination:
- your right to access the Platform ceases immediately (or at the end of the notice period, where applicable);
- all Success Fees accrued and invoiced prior to termination remain due and payable;
- Success Fees may continue to accrue after termination for Deals that close within the Attribution Window on Introductions made before termination;
- you may request export of your User Content within 30 days of termination; after that period, Beolta may delete your data subject to Section 8.5; and
- Sections 1, 4, 5, 6, 7, 8, 9.4, 10, 11, and 12 survive termination.
10. Warranties and Disclaimers
10.1 Mutual Warranties
Each party represents and warrants that:
- it has full power and authority to enter into and perform its obligations under these Terms;
- these Terms do not conflict with any other agreement to which it is a party; and
- it will comply with all applicable laws and regulations in connection with its use of the Platform.
10.2 Beolta's Limited Warranty
Beolta warrants that it will use reasonable care and skill in providing the Platform. Beolta does not warrant that:
- the Platform will be uninterrupted, error-free, or free from vulnerabilities;
- matching results will achieve any specific quality, accuracy, or conversion rate;
- Buyer information is accurate, current, or complete; or
- research briefs are free from errors, hallucinations, or inaccuracies inherent to AI-generated content.
10.3 Disclaimer
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE PLATFORM AND ALL DATA, RESEARCH BRIEFS, OUTREACH DRAFTS, AND MATCHING RESULTS ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. YOU USE THE PLATFORM AND ACT ON ITS OUTPUT AT YOUR OWN RISK.
11. Limitation of Liability
11.1 Exclusion of Consequential Damages
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, BEOLTA WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR DAMAGES FOR LOSS OF PROFITS, REVENUE, GOODWILL, DATA, BUSINESS, OR ANTICIPATED SAVINGS, ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR THE PLATFORM, EVEN IF BEOLTA HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
11.2 Cap on Liability
BEOLTA'S TOTAL AGGREGATE LIABILITY UNDER OR IN CONNECTION WITH THESE TERMS (WHETHER IN CONTRACT, TORT INCLUDING NEGLIGENCE, BREACH OF STATUTORY DUTY, OR OTHERWISE) WILL NOT EXCEED THE GREATER OF:
(a) the total subscription fees paid by you to Beolta in the 12 months immediately preceding the event giving rise to the claim; or
(b) EUR 500.
11.3 Exceptions
Nothing in these Terms excludes or limits liability for: (a) death or personal injury caused by negligence; (b) fraud or fraudulent misrepresentation; (c) any other liability that cannot be excluded or limited under applicable law.
11.4 Allocation of Risk
You acknowledge that the limitations and exclusions in this Section 11 reflect a reasonable allocation of risk between the parties and form an essential basis of the bargain between Beolta and you.
12. Governing Law and Dispute Resolution
12.1 Governing Law
These Terms and any dispute or claim arising out of or in connection with them (including non-contractual disputes or claims) are governed by the laws of the Republic of Estonia, without regard to its conflict-of-law provisions.
12.2 Informal Resolution
Before initiating any formal proceeding, the parties agree to negotiate in good faith to resolve any dispute for a period of 30 calendar days following written notice of the dispute from one party to the other.
12.3 Binding Arbitration
If informal resolution fails, any dispute arising out of or relating to these Terms — including any question regarding their existence, validity, or termination — shall be finally and exclusively settled by binding arbitration. The arbitration shall be conducted:
- Institutional Rules: under the Arbitration Rules of the Estonian Chamber of Commerce and Industry (Eesti Kaubandus-Tööstuskoda, EKTK), or, if both parties agree, under the Rules of the Stockholm Chamber of Commerce (SCC);
- Seat: Tallinn, Estonia;
- Number of arbitrators: one (1) sole arbitrator for claims not exceeding EUR 100,000; three (3) arbitrators for larger claims;
- Language: English;
- Costs: each party bears its own legal fees; arbitration administration costs are shared equally unless the arbitral tribunal awards costs to the prevailing party;
- Confidentiality: proceedings and awards are confidential, except as required by law or for enforcement purposes.
The arbitral award is final, binding, and enforceable in any court of competent jurisdiction. It may be entered as a judgment in any court of competent jurisdiction. The parties waive any right to appeal except on the grounds set out in the applicable arbitration rules.
12.4 Class Action Waiver
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WHERE YOU ARE A LEGAL ENTITY (COMPANY, PARTNERSHIP, OR OTHER BUSINESS ORGANISATION), ALL CLAIMS MUST BE BROUGHT ON AN INDIVIDUAL BASIS, AND NOT AS PART OF ANY CLASS, COLLECTIVE, OR REPRESENTATIVE ACTION. Legal-entity Users waive their right to participate in any class action proceedings against Beolta. This waiver does not apply to natural persons who may qualify as consumers under applicable Estonian or EU law.
12.5 Exceptions to Arbitration
Notwithstanding Section 12.3, either party may seek emergency interim or injunctive relief from any court of competent jurisdiction without prior notice to the other party, where necessary to:
- prevent or halt actual or threatened infringement of intellectual property rights;
- prevent unauthorised disclosure of Confidential Information; or
- preserve evidence or prevent irreparable harm pending the constitution of the arbitral tribunal.
Any claim for injunctive relief shall not constitute a waiver of the obligation to arbitrate the underlying dispute.
12.6 Small Claims
Claims not exceeding EUR 5,000 that cannot be resolved through informal negotiation under Section 12.2 may be brought before the Harju County Court (Harju Maakohus) in Tallinn, Estonia, as an alternative to arbitration, at the claimant's option.
13. Changes to these Terms
13.1 Material Changes
Beolta may update these Terms at any time. For changes that are material (as determined by Beolta in its reasonable judgment), Beolta will:
- provide at least 30 calendar days' prior written notice (via email to your registered address and an in-app notification); and
- flag the change as "material" in the updated Terms.
If you continue to use the Platform after the effective date of material changes, you are deemed to have accepted the updated Terms. If you do not accept the changes, you must stop using the Platform and deactivate your Account before the effective date.
13.2 Non-Material Changes
For non-material updates (e.g., typographical corrections, editorial clarifications, or additions that do not adversely affect your rights), Beolta will publish the updated Terms with a revised "Last Updated" date. Continued use constitutes acceptance.
13.3 Version History
All historical versions of these Terms are available at app.beolta.com/legal/tos-history. Each version is identified by its version number and effective date.
14. General Provisions
14.1 Entire Agreement
These Terms, together with the Privacy Policy, Data Processing Agreement, and any applicable Order Form or subscription confirmation, constitute the entire agreement between you and Beolta regarding the Platform and supersede all prior agreements, representations, and understandings.
14.2 Severability
If any provision of these Terms is found to be invalid, unlawful, or unenforceable by a court or arbitral tribunal of competent jurisdiction, that provision will be modified to the minimum extent necessary to make it enforceable, or if modification is not possible, severed from these Terms, without affecting the validity of the remaining provisions.
14.3 Waiver
No failure or delay by Beolta in exercising any right under these Terms will constitute a waiver of that right. A waiver is only effective if made in writing signed by an authorised representative of Beolta.
14.4 Assignment
You may not assign or transfer any rights or obligations under these Terms without Beolta's prior written consent. Beolta may assign these Terms in connection with a merger, acquisition, reorganisation, or sale of all or substantially all of its assets, provided Beolta gives you written notice and the successor entity assumes all obligations under these Terms.
14.5 Force Majeure
Neither party is liable for delay or failure to perform any obligation under these Terms (other than a payment obligation) to the extent caused by circumstances beyond its reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, epidemics, government actions, or third-party infrastructure failures, provided the affected party gives prompt notice and uses reasonable efforts to mitigate the impact.
14.6 Notices
Notices to Beolta under these Terms must be sent to legal@beolta.com or by post to Editale OÜ (Beolta), Narva mnt 7-557, 10117 Tallinn, Harju maakond, Estonia. Notices to you will be sent to your registered email address, which you are responsible for keeping current. Notices take effect on the next Business Day after sending.
14.7 Language
These Terms are written in English. Any translation provided is for convenience only; the English version governs in all cases.
14.8 Relationship of the Parties
The parties are independent contractors. Nothing in these Terms creates any partnership, joint venture, agency, franchise, or employment relationship between Beolta and any User.
14.9 Third-Party Beneficiaries
These Terms do not create any third-party beneficiary rights.
15. Contact Information
| Purpose | Contact |
|---|---|
| General support | support@beolta.com |
| Legal and compliance | legal@beolta.com |
| Privacy and GDPR / DSAR | privacy@beolta.com |
| Security disclosures | security@beolta.com |
| Billing disputes | billing@beolta.com |
| Postal address | Editale OÜ (Beolta), Narva mnt 7-557, 10117 Tallinn, Harju maakond, Estonia |
Appendix A — Success Fee Calculation Examples
The following examples are illustrative and do not constitute legal advice.
Example 1 — Fixed-price project, Growth Tier
- Buyer introduced via Platform on 1 June 2026
- Contract signed on 15 August 2026 (76 days after Introduction — within Attribution Window)
- Contract value: EUR 80,000 (fixed price)
- Applicable rate: 7% (Growth Tier)
- Success Fee: EUR 5,600
Example 2 — 18-month retainer, Verified Tier
- Buyer introduced 1 January 2026; contract signed 1 March 2026
- Retainer: EUR 15,000/month for 18 months (total: EUR 270,000)
- TCV Cap applies: Deal Value = EUR 15,000 × 12 = EUR 180,000
- Applicable rate: 7%
- Success Fee: EUR 12,600
Example 3 — Scale Tier, deal signed just inside Attribution Window
- Introduction: 1 January 2026
- Contract signed: 28 December 2026 (362 days — inside 365-day window)
- Contract value: EUR 50,000
- Applicable rate: 5% (Scale Tier)
- Success Fee: EUR 2,500
Example 4 — Deal outside Attribution Window
- Introduction: 1 January 2026
- Contract signed: 10 February 2027 (406 days after Introduction)
- Attribution Window: expired
- Success Fee: EUR 0 (no fee applies)
End of Terms of Service v1.0.0
Acceptance: By clicking "I Accept" or "I Agree to the Terms of Service" during registration or re-consent, you confirm that you have read, understood, and agree to be bound by these Terms in their entirety, including the Success Fee obligations in Section 4, the dispute process in Section 5, the data processing terms in Section 8, and the binding arbitration clause in Section 12.