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Terms and Conditions

Effective Date: June 2025
1. Scope and Applicability

1.1 These Terms and Conditions ("T&C") apply to all contractual relationships between Milena Barton ET ("Provider") and its customers ("Customer") who subscribe to the CSS Partnership service ("Service") via the website css-partner-shopping.com. The Service is offered exclusively to business customers (B2B) acting in the course of their commercial or self-employed professional activities. Consumer contracts are not permitted. By placing an order, the Customer confirms that it acts as a business.1.2 Any terms and conditions of the Customer that conflict with or deviate from these T&C shall not apply unless expressly agreed in writing by the Provider.

2. Services Provided

Milena Barton ET
Registered Office: Sofia, Bulgaria
Email: info@css-partner-shopping.com
Company Website: https://www.css-partner-shopping.com

3. Service Description

3.1 The Provider offers a Comparison Shopping Service (CSS) that enables online retailers to run Google Shopping campaigns without Google’s 20% CSS fee, thereby bidding at full value. This aims to increase the Customer's effective bidding power by 20% compared to direct Google Shopping campaigns.
3.2 The Provider implements the Service by integrating the Customer’s Google Merchant Center via the Channable platform, which is used as a technical sub-processor.
3.3 The Customer retains full control and funding of its Google Ads account. All advertising costs (clicks, budget) are borne solely by the Customer.
3.4 The Service does not include campaign management, bid strategy, marketing consultancy, or design services. The Customer (or its designated agency) remains solely responsible for campaign settings, bids, budgets, and ad creatives.
3.5 The Provider does not guarantee any specific performance metrics (e.g., click-through rate, conversions, ROI). All references to potential savings are based on Google's current auction model and do not constitute a warranty.

4. Use of Channable as Sub-Processor

4.1 The Provider uses the Channable B.V. platform to manage and forward the Customer's product data feed to Google Merchant Center. The Customer authorizes the Provider to transfer the necessary data to Channable for this purpose.
4.2 The Provider holds all necessary rights to use Channable for the Service. Channable’s availability, maintenance, or downtime lies outside the Provider’s control; the Provider is only liable for intentional misconduct or gross negligence.

5. Contract Formation and Free Trial

5.1 The Customer places an order by selecting a subscription plan (monthly or annual) on the website and completing payment via Stripe. This constitutes a binding offer, which the Provider accepts by confirming the order or by commencing Service delivery.
5.2 If a 14-day free trial is offered, the Customer may terminate the contract at any time during the trial without charge. If not terminated before trial end, the subscription automatically converts into a paid plan and the first fee is charged via Stripe.

6. Subscription Terms, Renewal, and Cancellation

6.1 Monthly Plan: Initial term 1 month; renews automatically for successive monthly periods.
6.2 Annual Plan: Initial term 12 months; renews automatically for successive 12-month periods at a discounted rate.
6.3 The Customer may cancel at any time by giving 5 days’ notice before the end of the current period, either in writing (e-mail to Provider) or via the Stripe Customer Portal. Failure to cancel on time results in automatic renewal.
6.4 The Provider may also cancel with 5 days’ notice before period end. Extraordinary termination for cause remains unaffected by these provisions.

7. Fees and Payment

7.1 Subscription fees are as displayed on the website and exclusive of applicable VAT. Example fees: €49/month or €468/year (equivalent to €39/month).
7.2 Payments are processed by Stripe in advance. The Customer authorizes Stripe to charge the designated payment method at each renewal date.
7.3 In case of payment failure, the Customer enters default and the Provider may suspend Service access or terminate the contract for cause.
7.4 The Provider may adjust fees or Service features for future periods, notifying the Customer before the next renewal. The Customer may terminate if the new terms are not acceptable.

8. Customer Obligations

8.1 The Customer must maintain a Google Merchant Center account and grant the Provider (or its CSS partner) access as required.
8.2 The Customer is solely responsible for the accuracy and compliance of product data, adherence to Google Shopping policies, and all associated legal obligations (e.g., pricing laws, intellectual property rights).
8.3 Each subscription applies to a single Merchant Center/shop. Multiple shops require separate subscriptions.
8.4 The Customer must safeguard any access credentials and notify the Provider immediately of any unauthorized use.
8.5 The Customer indemnifies the Provider against any third-party claims arising from the Customer’s breach of policies, use of the Service, or provided data.

9. Liability and Warranty

9.1 The Service is provided without guaranteeing success. The Provider is liable only for the proper provision of the Service itself, not for advertising outcomes.
9.2 The Provider’s liability for simple negligence is limited to foreseeable contractual damages in case of breach of material contractual obligations. Liability for indirect or consequential damages (e.g., lost profits) is excluded.
9.3 Unlimited liability applies for intent, gross negligence, injury to life or health, and mandatory statutory liability (e.g., under product liability laws).
9.4 The Provider is not liable for disruptions or downtimes of Google or Channable platforms unless caused by intent or gross negligence.

10. Data Protection

10.1 The Provider processes personal data in compliance with the EU General Data Protection Regulation (GDPR). A comprehensive Privacy Policy is available at https://www.css-partner-shopping.com/privacy.
10.2 By using the Service, the Customer consents to the transfer of necessary data (e.g., product feeds, account details) to Google, Channable, and Stripe.
10.3 If required, the Provider and Customer will conclude a Data Processing Agreement under Article 28 GDPR.

11. Governing Law and Jurisdiction

11.1 These T&C are governed by the law of the Republic of Bulgaria, excluding conflict of law rules and the CISG.
11.2 For Customers who are merchants or corporate entities, the exclusive place of jurisdiction for all disputes is Sofia, Bulgaria. The Provider may also bring claims at the Customer’s general place of jurisdiction.

12. Amendments and Final Provisions

12.1 Amendments or supplements to these T&C must be made in writing (text form is sufficient). Oral agreements are ineffective.

12.2 The Provider may update these T&C in the future for legal or technical reasons, giving 4 weeks’ notice before the changes take effect. Non-objection by the Customer within 4 weeks constitutes acceptance; otherwise, the Customer may terminate the contract before changes take effect.

12.3 If any provision of these T&C is invalid or unenforceable, the remainder remains effective. The invalid provision shall be replaced by a valid one reflecting the original intent.

Milena Barton ET
Sofia, Bulgaria