Terms of Use

Version 1.0, effective 28 April 2026.

These Terms of Use (the "Terms") govern access to and use of the Selgeo platform (the "Platform") provided by Apliteni OÜ ("we", "us", "our"). By accepting these Terms you (the "Merchant") enter into a legally binding agreement with Apliteni OÜ. If you accept the Terms on behalf of an organisation, you confirm that you have the authority to do so. The Merchant confirms that it uses the Platform exclusively for the purposes of its trade, business or profession (B2B), and that EU consumer law on the right of withdrawal therefore does not apply, except as expressly provided in section 12.

At a glance — 30 seconds

• What the Platform does. Helps you launch a partner programme — your partners promote your product and receive commissions automatically.
• Stripe access. We connect to your Stripe account only to track payments and manage promotion codes. We have no access to funds, cards, or your account balance.
• Buyer data. A buyer's email address is used solely for attribution and is not shared with third parties. All data is processed exclusively within the European Economic Area.
• Payouts and tax. You pay commissions to your partners yourself and are responsible for tax reporting.
• Exit. You can cancel your subscription at any time. You can export your data within thirty days after closing the account.

1. Definitions

• Platform — the Selgeo software, including the merchant dashboard, the API, the JavaScript snippet, and the documentation.
• Workspace — the Merchant's isolated environment on the Platform, containing its programmes, partners, and data.
• Programme — the partner or referral programme created by the Merchant within the Workspace.
• Partner — a natural or legal person registered on the Platform and participating in the Merchant's Programme.
• Conversion — a qualifying event (a payment or another defined target action) attributed to a specific Partner.
• Commission — the Partner's reward, calculated by the Platform on the basis of a Conversion.
• Stripe — the payment processor Stripe, Inc. / Stripe Payments Europe Ltd., used by the Merchant.
• Buyer — the end user who makes a payment through the Merchant's Stripe account.
• Sanctions Lists — the consolidated lists of persons, groups, and organisations subject to EU financial sanctions (EU Consolidated List of Sanctions) and other restrictions under export-control measures.

2. Description of the service

The Platform provides Merchants with tools to:

• create and manage partner programmes;
• track conversions through cookieless server-side attribution (without cookies or fingerprinting, in line with Directive 2002/58/EC);
• calculate and record partner commissions;
• manage promotion codes via the Stripe integration;
• export payout data (in v1.0: CSV export; after v1.0: automated payouts via Stripe Connect).

The Platform is not a payment intermediary, and does not receive or hold Merchant or Buyer funds.

3. Registration and Workspace

3.1. Use of the Platform requires registration with a valid email address and a password.

3.2. Upon registration, a Workspace is automatically created in test mode. Switching to live mode takes place after a Stripe account is connected.

3.3. The Merchant is responsible for the confidentiality of its account credentials and for every action carried out under its account.

3.4. The Merchant must provide accurate information at registration and keep it up to date.

3.5. Sanctions screening. The Merchant represents and warrants that it (and its beneficial owners): (i) are not included on EU or UN sanctions lists; (ii) are not located in or registered in a jurisdiction that is subject to comprehensive EU sanctions. The Platform may immediately discontinue service if this clause is breached.

4. Stripe integration

4.1. Restricted API key (stage 1)

The Merchant grants the Platform access to its Stripe account by means of a Restricted API key. The Merchant confirms that:

• it is the owner or an authorised administrator of the Stripe account in question;
• the API key is created with the minimum permissions required by the Platform's documentation;
• granting access does not breach Stripe's terms of service.

The Platform uses the API key solely to:

• receive webhook events about payments, subscriptions, and refunds;
• read the Stripe fee for the calculation of net commissions;
• read the Buyer's email from Stripe Customer for attribution;
• create and deactivate Stripe Promotion Codes and Coupons.

What we see and do not see in your Stripe account:

The Platform does not use the API key for any other purpose and does not access cardholder payment data.

4.2. OAuth connection (stage 2)

When connecting via "Connect with Stripe" (OAuth 2.0), the Merchant authorises the Platform within the scope shown on the Stripe authorisation screen. The Merchant may revoke access at any time through the Stripe Dashboard.

4.3. Stripe Connect Express (stage 3)

When using automated partner payouts, the Merchant accepts the Stripe Connect Platform Agreement. The Merchant remains responsible for compliance with applicable law in respect of payouts to Partners, including tax requirements.

4.4. Revocation of access

On revocation of the API key or the OAuth authorisation, the Platform discontinues the integration. Stripe Promotion Codes previously created remain in the Merchant's Stripe account; their management passes directly to the Merchant.

5. Promotion codes

5.1. The Platform creates Stripe Promotion Codes and Coupons in the Merchant's Stripe account automatically when a promotion code is created in the dashboard.

5.2. The Merchant is responsible for the correctness of discount parameters (size, validity period, currency).

5.3. When a promotion code is deactivated on the Platform, the corresponding Stripe Promotion Code is deactivated automatically.

6. Commission calculation

6.1. The Platform calculates Partner commissions on the basis of Stripe webhook data, in line with the Programme rules set by the Merchant.

6.2. The Merchant may choose the basis for commission calculation: gross (the full payment amount) or net (the amount after deduction of the Stripe fee).

6.3. The Platform provides an attribution audit log — a record explaining each attribution. The Merchant may use these data when resolving disputes with Partners.

6.4. A full refund automatically reverses the corresponding commission.

7. Partner payouts

7.1. v1.0. Partner payouts are made by the Merchant directly. The Platform provides a CSV export with calculations, Partner data, a VAT breakdown (validated through VIES), and reverse-charge flags. The Platform is not a party to the settlement between the Merchant and the Partners.

7.2. After v1.0 (Stripe Connect). When automated payouts are enabled, the Merchant agrees to the Stripe Connect Platform Agreement. Payouts are initiated by the Platform through the Stripe Transfers API.

7.3. The Merchant bears sole responsibility for compliance with tax law on payouts to Partners, including VAT, reverse charge, and withholding tax on payouts outside the EU. The Merchant confirms that it itself performs the verification of Partner VAT IDs through the VIES system and is responsible for the correct application of tax rates.

7.4. Tax reporting (DAC7). The Merchant is responsible for compliance with Directive (EU) 2021/514 (DAC7) in respect of the collection of data and the reporting of Partner income to the EU tax authorities once the statutory activity thresholds are reached.

8. Test mode

8.1. The Platform provides a test mode with separate API keys (pk_test_*).

8.2. Test mode uses the Merchant's Stripe test environment — no real charges are made.

8.3. Email notifications are suppressed in test mode. Test data may be reset without affecting live data.

9. Acceptable use

The Merchant undertakes not to use the Platform to:

• create partner programmes for products or services on the Stripe Prohibited Business List;
• breach Stripe's terms of service;
• carry out fraudulent activity, including self-referral or the creation of fictitious conversions;
• collect personal data of Buyers in ways that breach applicable data-protection law.

10. Data processing

10.1. The Platform's processing of personal data is described in the Selgeo Privacy Policy.

10.2. The Data Processing Agreement, which forms Annex 1 to these Terms, is published at selgeo.com/dpa. By accepting these Terms, the Merchant accepts the DPA.

10.3. The Merchant is the controller of its Buyers' data. The Platform processes those data solely on the Merchant's instructions and only for the purposes set out in the DPA. All processing operations are performed within the European Economic Area.

10.4. The Platform does not use the Merchant's Buyer data for its own marketing.

10.5. Data Protection Officer. The Company has not appointed a Data Protection Officer, as the thresholds under GDPR Article 37(1) have not been met at the current scale of processing. Data-protection inquiries may be addressed to [email protected].

11. Confidentiality

11.1. Each party undertakes to keep the other party's confidential information in confidence.

11.2. The Merchant's API keys are confidential information and are stored by the Platform in encrypted form.

11.3. The confidentiality undertaking does not apply to information that has become publicly available through no fault of the receiving party, that is disclosed under a legal requirement, or that has been independently developed.

12. Pricing and payment

12.1. The Platform's pricing is published on our website. The price of the plans (Starter, Growth, Scale) is denominated in euro (EUR) for customers in the EU.

12.2. Payment is taken in advance for the chosen period. The Platform uses Stripe to receive payments from Merchants.

12.3. The Platform may change its pricing on thirty days' notice. Continued use of the Platform after a change takes effect is treated as acceptance of the new pricing.

Refund policy

12.4. Trial period. If a free trial period applies, no charge is taken until the trial ends. The Merchant may cancel the subscription at any time during the trial without being charged.

12.5. Cancellation. The Merchant may cancel the subscription at any time. Access to the Platform is preserved until the end of the paid period. No pro-rata refund is given for the unused part of the period.

12.6. Exceptions — refunds are issued in the following cases:

• the Platform was unavailable for more than 72 consecutive hours through our fault (and not through Stripe or other third parties) — a refund proportional to the duration of the outage;
• a payment was taken twice for the same period due to a technical error — a full refund of the duplicate payment;
• the Merchant is a natural person located in the EU acting outside any trade or business and cancels the subscription within fourteen days of the first payment (the right of withdrawal under Directive 2011/83/EU), provided the service has not been used.

12.7. Refund procedure. A refund request must be sent to [email protected] within fourteen days of the disputed charge. We respond to requests within five working days.

12.8. B2B status. Because the Service is intended exclusively for business use (B2B), the fourteen-day right of unconditional withdrawal under Directive 2011/83/EU does not apply to legal persons or to sole traders purchasing the subscription for their professional activity.

13. Liability

13.1. The Platform is provided "as is". We do not guarantee uninterrupted operation of Stripe or other third parties on which the Platform depends.

13.2. The aggregate liability of Apliteni OÜ to the Merchant for all claims arising in any twelve-month period does not exceed the total amount paid by the Merchant during those twelve months.

13.3. Neither party is liable for indirect losses, lost profits, loss of data, or reputational harm.

13.4. The limitations of liability in this section do not apply in cases of intent or gross negligence.

14. Suspension and termination

14.1. The Merchant may terminate the agreement at any time by deleting its Workspace through the dashboard or by notifying us by email.

14.2. Apliteni OÜ may suspend or terminate access in the event of:

• a breach of these Terms;
• a breach of Stripe's terms of service;
• non-payment for fourteen days after notice;
• a request from a regulator or a court.

14.3. On termination, the Merchant may export its data for thirty days. After that period the data are deleted in accordance with the Privacy Policy.

15. Changes to the Terms

Apliteni OÜ may amend these Terms on fourteen days' notice to the Merchant by email. Continued use of the Platform after the changes take effect is treated as acceptance of the updated Terms.

16. Force majeure

16.1. Neither party is liable for any failure or delay in performance caused by circumstances of force majeure beyond the party's reasonable control.

16.2. Force-majeure circumstances include: natural disasters, military action, acts of public authorities, large-scale internet outages, and infrastructure failures of third parties on which the Platform depends (including Stripe).

16.3. The party invoking force majeure must notify the other party within five working days of the event. Obligations not affected by the force majeure continue to be performed.

16.4. If a force-majeure event continues for more than thirty days, either party may terminate the agreement on fourteen days' notice without penalty.

17. Governing law and disputes

These Terms are governed by the law of Estonia.

Order of dispute resolution:

17.1. Pre-action negotiation. Before applying to arbitration or to a court, the parties must attempt to resolve the dispute through negotiation. The party initiating the dispute sends a written notice; the parties then negotiate for thirty days.

17.2. Arbitration (B2B). If negotiation fails, the dispute is referred to arbitration under the rules of the Arbitration Court of the Estonian Chamber of Commerce and Industry (ECCI). The seat of arbitration is Tallinn, Estonia. The language of arbitration is English.

17.3. Exception. Either party may apply to a court for interim relief or protective measures without observing the pre-action procedure.

Effective 28 April 2026. Apliteni OÜ, registry code 14296961, Tornimäe tn 3 // 5 // 7, 10145 Tallinn, Estonia. Contact: [email protected].