These are the terms on which we provide VoiceBot. They are accepted in whole — by creating an account and paying the EUR 300 deposit — and we do not negotiate them client by client. Prices are in the Price List.
PUBLIC OFFER
for the provision of VoiceBot as a service (SaaS)
Version 1. Published and effective from 30 August 2026.
Shchybria OÜ, a private limited company incorporated under the laws of the Republic of Estonia, registry code 17381578, hereinafter the "Supplier", publishes this offer.
This offer is addressed to legal entities and to persons acting for purposes of their trade, business or profession. It is not addressed to consumers and is not intended for consumer relations.
A person who accepts this offer under section 2 is hereinafter the "Client"; the Supplier and the Client are jointly the "Parties" and each a "Party".
1. Definitions
1.1. Service means the Supplier's software product VoiceBot: a voice and text sales assistant for an online store, provided as a service over the internet, together with the Account Area, the developer kits and the documentation. The composition of the Service is set out in Annex 1.
1.2. Store means the Client's online store on the domains that the Client has specified in the Account Area and to which the Service access key is bound.
1.3. Client Data means the product catalogue, prices, stock levels, site structure, pages, knowledge base, as well as the records and transcripts of Customers' conversations with the Service and the order information arising from the use of the Service.
1.4. Customer means a natural person interacting with the Service on the Store website or in other connected channels.
1.5. Voice minute means the unit of account for voice interaction: the seconds from the establishment of a voice session to its end are summed over a calendar month and the total is rounded up to a whole minute.
1.6. Trial Period means the period of free use of the Service on the actual traffic of the Store, defined in section 5 of this offer and in Annex 1.
1.7. Price List means the Supplier's document published at https://monoverse.tech/en/legal/pricing, setting out the plans, the subscription fee, the volume of the included package, the rate for minutes in excess of the package, the duration of the paid term and the security payment.
1.8. Account Area means the Client's web interface on the Supplier's website through which the Client manages the Service, receives invoices and sends the confirmations provided for in this offer.
1.9. Business day means a day from Monday to Friday that is not an official public holiday in the Republic of Estonia. Business hour means an hour within the support hours set out in Annex 1.
2. The offer and its acceptance
2.1. This offer, together with Annex 1, Annex 2 and the Price List, is the Supplier's proposal to enter into an agreement on the terms set out in it.
2.2. Acceptance is made by two acts: ticking "I accept the offer" when creating an account in the Account Area and paying the security payment in the amount set by section 3 of the Price List. Acceptance is deemed made on the day the security payment is credited to the Supplier's account; from that day the agreement between the Supplier and the Client is concluded on the terms of this offer. Until the security payment is credited no agreement is concluded, no obligations arise for the Parties, and the Supplier does not commence implementation. The version of the offer, the Annexes and the Price List in force on the date of the tick "I accept the offer" is, for the purposes of the agreement, the version in force on the date of acceptance. If the security payment is not credited within 30 calendar days from the date of the tick, the tick lapses and a new one is required to conclude the agreement.
2.3. By accepting the offer the Client confirms that it acts for purposes of its trade, business or profession, that the details it gave when creating the account are accurate, that the person accepting the offer is authorised to do so on the Client's behalf, and that the Client has read the text of the offer, the Annexes and the Price List.
2.4. The offer is accepted in whole and without reservation. An acceptance on different terms, an acceptance with reservations, a counter-offer, a protocol of disagreements and any other document that alters or supplements the terms of the offer do not conclude an agreement and do not bind the Supplier, irrespective of whether the Supplier received such a document and whether it replied to it. Silence of the Supplier does not constitute consent.
2.5. A departure from the terms of the offer in respect of an individual Client is possible solely by way of a separate written agreement signed by the Supplier. Statements of the Supplier's employees, contractors and partners, correspondence, presentations and commercial proposals do not alter the terms of the offer.
2.6. Until the security payment is credited the Supplier may refuse acceptance and may cancel a created account, without stating reasons. In that case no agreement is concluded and any payments received are refunded in full. Once the agreement has been concluded, the Supplier terminates it only on the grounds set out in section 17.
2.7. The version of the offer and the Annexes in force is permanently available at https://monoverse.tech/en/legal/offer, and the version of the Price List in force at https://monoverse.tech/en/legal/pricing. The Supplier retains all earlier versions and, on request, provides the Client with the version in force on the date of that Client's acceptance.
2.8. The offer is not addressed to persons whose applicable law requires personal data to be stored or primarily processed solely within the territory of the relevant state, or otherwise precludes the transfer of such data to the Supplier. By accepting the offer the Client confirms that no such requirements apply to its activity.
2.9. The Supplier records in the acceptance log the date and time of the tick "I accept the offer", the date of acceptance, the version of the offer, the Annexes and the Price List accepted by the Client, and the checksum of the accepted documents. An extract from the log is provided to the Client on request.
3. Subject of the agreement
3.1. The Supplier provides the Client with access to the Service on the terms of this offer, and the Client accepts the Service and pays for it in the amount and in the manner set out in the Price List and in Annex 1.
3.2. The Service is provided under a software-as-a-service model. No copy of the software is transferred to the Client, and the exclusive rights are neither assigned nor granted otherwise than by the right of use under section 4.
3.3. The Supplier carries out the work of implementing the Service into the Client's Store in the manner and within the periods set out in Annex 1.
4. Right of use and its limits
4.1. The Supplier grants the Client a non-exclusive, non-transferable, non-sublicensable right to use the Service during the term of the agreement for the Client's own trading activity on the domains specified by the Client in the Account Area.
4.2. The Client may not:
(a) resell, lease or make the Service available to third parties, or use it in the interests of third parties;
(b) provide access to the Service on domains not specified in the Account Area, without the Supplier's written consent;
(c) reverse engineer, decompile or disassemble the Service, or attempt to obtain its source code or its prompts;
(d) use the Service, its answers, conversation transcripts or any other results of its operation to train, fine-tune or evaluate models competing with the Service;
(e) create automated load on the Service: bulk programmatic requests, load testing without prior agreement, automated data extraction;
(f) use the Service for goods and services whose circulation is prohibited by applicable law or restricted without a permission that the Client does not hold.
4.3. The Service access key is bound to the list of permitted domains. The Client is responsible for keeping its credentials safe and for the acts of persons who obtained access to the Account Area through the Client's accounts.
4.4. A breach of clause 4.2 constitutes a material breach of the agreement.
5. Implementation, launch and trial period
5.1. The Supplier begins implementation on the date of acceptance. Implementation and launch of the Service are carried out in the manner set out in sections 4 to 7 of Annex 1.
5.2. The launch of the Service on the operational Store website is carried out by the Supplier in the manner set out in section 7 of Annex 1. The Supplier records the date of the launch in the Account Area and notifies the Client of it. No confirmation or acceptance of the launch by the Client is required.
5.3. The Trial Period of 14 calendar days begins on the date of the launch: the Service is provided in full on the actual traffic of the Store, no subscription fee accrues, and voice minutes and text messages are neither charged nor limited. The Trial Period is granted to the Client once.
5.4. The paid term begins automatically at the end of the Trial Period, on the terms of the plan chosen by the Client in the Account Area on acceptance of the offer, unless the Client withdraws from the agreement under clause 5.5. If the Client has not chosen a plan, the terms of the Monthly plan apply.
5.5. The Client may withdraw from the agreement before the expiry of the Trial Period by written notice to the Supplier. The agreement terminates on the day the Supplier receives the withdrawal and no subscription fee accrues. The security payment is retained by the Supplier in the manner of clause 3.4 of the Price List, save where the withdrawal is caused by a failure to remedy a non-conformity under clause 7.4 of Annex 1: in that case the payment is refunded to the Client in the manner of clause 3.3 of the Price List.
5.6. Client Data following termination of the agreement under this section is handled in the manner set out in section 18.
5.7. The security payment of EUR 300, by which acceptance of the offer is completed (clause 2.2), is made in the manner of section 3 of the Price List. The security payment is credited against the first payment under the chosen plan, is refunded to the Client in the cases set out in clauses 3.3 and 3.5 of the Price List, and is retained by the Supplier if the Client withdrew from the agreement before the expiry of the Trial Period under clause 5.5, save in the case provided for in clause 7.4 of Annex 1. The details for making the security payment are given by the Supplier to the Client in the Account Area when the account is created.
6. Obligations of the Client
6.1. The Client provides the Supplier with the access, information and cooperation listed in section 4 of Annex 1, and appoints a responsible person authorised to take decisions on the implementation and configuration of the Service.
6.2. The Client ensures that the Client Data is accurate and up to date — above all the names, specifications, prices and stock quantities of goods, as well as the delivery, payment and returns terms. The assistant answers Customers solely on the basis of that data.
6.3. The Client is responsible for ensuring that the provision of the Client Data to the Supplier and its processing under the agreement do not infringe the rights of third parties or the requirements of applicable law.
6.4. The Client places on the Store website, and ensures that Customers are informed of, the fact that the consultation is provided by an automated assistant, as well as information about the processing of Customers' personal data, including the recording and transcription of conversations. The duty to inform Customers and to obtain the necessary permissions rests with the Client as the controller of personal data.
6.5. During implementation and the Trial Period the Client answers the Supplier's requests requiring a decision by the Client within 2 business days.
6.6. The Client pays for the Service on time in the manner set out in section 9.
6.7. The Client notifies the Supplier of changes to the Store website that affect markup, navigation, catalogue structure, the cart page or the checkout page at least 5 business days before the change is made.
6.8. After such a change has been made, the Supplier has 3 business days to bring the Service into conformity. The period runs from the later of two dates: the date the change was made and the date on which the Client gave the Supplier notice of it.
6.9. The Supplier is not liable for a malfunction of the Service caused by a change to the Store website of which the Client gave no notice, until the expiry of the period set by clause 6.8, which in that case runs from the date the Supplier became aware of the change. For a period of unavailability or material degradation of the Service for reasons attributable to the Supplier, the subscription fee is reduced in proportion to the duration of the malfunction.
7. Obligations of the Supplier
7.1. The Supplier provides the Service in the composition and with the response times to requests set out in Annex 1.
7.2. The Supplier provides the Client with support during the hours and in the manner set out in Annex 1.
7.3. The Supplier ensures logical isolation of the Client Data from the data of the Supplier's other clients: access to another client's data is impossible at the storage level and at the application level.
7.4. The Supplier does not disclose transcripts of Customers' conversations to third parties and does not use them to train its own or third-party models. The transfer of data to sub-processors engaged in the manner set out in Annex 2, to the extent necessary to provide the service, does not breach this clause.
7.5. The Supplier notifies the Client of planned maintenance affecting the operation of the Service in the manner set out in Annex 1.
7.6. The Supplier may engage contractors in the performance of the agreement, remaining liable for their acts as for its own.
8. Updates and product development
8.1. Updates to the capabilities included in the deliverable under Annex 1 are provided to the Client throughout the term of the agreement automatically and at no additional charge. New capabilities of the Service that are not part of the deliverable are provided under a separate written agreement of the Parties.
8.2. The features of the Supplier's higher tariff plan are included in the deliverable irrespective of the package volume; their composition is set out in clause 1.9 of Annex 1.
8.3. The Supplier may update the Service and change its internal architecture, provided that such changes do not reduce the functionality, security, performance and compatibility set out in Annex 1. The Supplier notifies the Client of changes affecting the capabilities listed in Annex 1 at least 30 calendar days in advance. Changes may not worsen conditions already paid for without the Client's written consent. Updates and new capabilities provided under clause 8.1 do not constitute a change to the composition of the Service.
9. Price and payment
9.1. The subscription fee, the volume of the included package, the rate for exceeding the package and the duration of the paid term are determined by the plan chosen by the Client on acceptance of the offer, according to the Price List in the version in force on the date of acceptance.
9.2. The terms of the chosen plan do not change until the end of the paid term. A change to the Price List for the future does not affect the terms of a paid term already under way.
9.3. The currency of the agreement and of settlements is the euro (EUR).
9.4. The Client pays an invoice within 10 business days of receiving it. The procedure and timing of invoicing are set out in Annex 1.
9.5. Payment is made by bank transfer to the Supplier's bank account specified in the invoice. The fees of the sending bank and of correspondent banks are borne by the Client; the full invoiced amount must be credited to the Supplier's account.
9.6. The Client's payment obligation is deemed performed on the day the full amount is credited to the Supplier's account.
9.7. In the event of late payment the Supplier may charge interest of 0.05 % of the unpaid amount for each day of delay. The total interest on a single invoice may not exceed 10 % of the invoice amount.
9.8. The Client may withhold payment of a disputed part of an invoice provided that it raised a written objection before the payment deadline and stated the grounds. The undisputed part of the invoice is payable in the ordinary way. A dispute does not suspend the payment deadline for the undisputed part; suspension under clause 11.1 applies to default on the undisputed part of an invoice.
9.9. Amounts to be refunded to the Client under this offer, the Annexes and the Price List are refunded within 10 business days of the date the ground for the refund arises to the account from which the payment was received.
10. Taxes
10.1. All amounts stated in the offer, in its annexes and in the Price List are net and do not include taxes, levies or mandatory charges.
10.2. The taxation of the services under the agreement is governed by applicable law. Each Party performs its own tax obligations.
10.3. Where a double taxation treaty applies between the Republic of Estonia and the Client's state, the Supplier provides a certificate of tax residence at the Client's written request, and the Parties give each other reasonable assistance in applying that treaty.
11. Suspension of the Service
11.1. The Supplier may suspend the provision of the Service where payment is overdue by more than 15 calendar days, having given the Client a written warning at least 5 calendar days before the suspension.
11.2. The Supplier may suspend the provision of the Service immediately, notifying the Client at the same time, in the event of a breach of clause 4.2, of a threat to the security of the Service or of the data of the Supplier's other clients, and at the demand of a competent authority.
11.3. Suspension does not terminate the agreement and does not release the Client from the obligation to pay the subscription fee for a period of suspension caused by circumstances for which the Client is responsible. The included package of voice minutes for the month in which the Service was suspended is not recalculated and is not carried over to the following month.
11.4. The Supplier resumes the provision of the Service within 1 business day after the circumstance that gave rise to the suspension has been removed.
12. Personal data
12.1. The processing of Customers' personal data is carried out in accordance with Annex 2, which is the personal data processing agreement between the Parties and is concluded pursuant to Article 28 of Regulation (EU) 2016/679. The Client is responsible for the lawful basis of the processing and for informing Customers in accordance with the law applicable to its activity.
13. Confidentiality
13.1. Confidential information is any information received by a Party from the other Party in connection with the agreement that is not publicly available, including: on the Supplier's side — the architecture of the Service, the prompts, information about sub-processors and individually agreed commercial terms; on the Client's side — the Client Data and information about sales and internal processes.
13.2. A Party does not disclose confidential information to third parties without the written consent of the other Party and uses it only to perform the agreement. Disclosure is permitted to the employees, contractors and advisers of a Party who are bound by a duty of confidentiality of no lesser scope, and where a mandatory requirement of law or of a competent authority so demands — with notice to the other Party, unless such notice is prohibited.
13.3. The duty of confidentiality applies during the term of the agreement and for 3 years after its termination.
14. Intellectual property
14.1. The exclusive rights to the Service, its components, the prompts, the assistant's behaviour models, the documentation and the trade marks belong to the Supplier and are not transferred to the Client.
14.2. The Client Data belongs to the Client. The Supplier processes it solely to provide the Service and to perform the agreement.
14.3. The Supplier may use anonymised and aggregated information about the use of the Service — load statistics, recognition quality and tool operation — to operate and improve the Service, provided that such information does not allow the Client, Customers or the Client's product range to be identified.
14.4. The Supplier may name the Client as a user of the Service and use its trade mark in marketing materials.
15. Representations and limits of warranties
15.1. Each Party represents that it has the necessary legal capacity and authority to enter into the agreement, and that entering into it does not breach its obligations to third parties.
15.2. The Supplier represents that it holds the rights necessary to provide the Service and that, so far as it is aware, the Service does not infringe the exclusive rights of third parties.
15.3. The Service is provided as is. The Supplier does not warrant or promise:
(a) that the assistant's answers will be free of error. The assistant answers on the basis of the Client Data; errors, incompleteness or staleness of the Client Data lead to incorrect answers, and the risk of such answers is borne by the Client;
(b) uninterrupted operation of the Service or any proportion of time during which it is available;
(c) any particular response time or latency of the assistant's replies;
(d) that the Client will achieve any level of sales, conversion, revenue or other commercial result.
15.4. The Supplier's quality obligations are exhausted by the response times to requests set out in section 16 of Annex 1. The Supplier assumes no other service-level obligations, and no reduction of the fee for failing to reach any such level is provided for by the agreement, save in the case under clause 6.9.
15.5. The seller of goods to Customers is the Client. The Supplier is not a party to the sale contracts concluded through the Service, is not liable to Customers and does not bear the obligations of a seller.
15.6. The Client indemnifies the Supplier against losses and expenses arising from claims of Customers, third parties or competent authorities that are based on the Client Data, on the Client's trading activity or on the Client's failure to perform clauses 6.2 to 6.4.
16. Liability
16.1. Neither Party is liable for lost profit, loss of anticipated savings, loss of business reputation, or for indirect and consequential losses.
16.2. The Supplier's aggregate liability under and in connection with the agreement is limited to the amount of the subscription fee for the 1 month preceding the event giving rise to the claim. For plans whose subscription fee is paid as a single payment in advance, that amount is determined by dividing the subscription fee paid by the number of months of the paid term.
16.3. The limitations in clauses 16.1 and 16.2 do not apply to liability for intent, or in other cases where a limitation of liability is not permitted by applicable law.
16.4. The limitations in this section do not apply to the Client's obligation to pay for the Service.
17. Term, renewal and termination
17.1. The agreement enters into force on the date of acceptance and remains in force until the Parties have fully performed their obligations.
17.2. The duration of the paid term is determined by the chosen plan and runs from the day following the last day of the Trial Period.
17.3. No later than 15 calendar days before the end of the paid term the Client may purchase the next paid term under the same plan or under a different plan of the Price List, on the terms of the Price List in force on the date of renewal. If the Client has not done so and has not withdrawn from the agreement, the agreement continues for an indefinite period on the terms of the Monthly plan: the subscription fee, the volume of the included package and the rate for minutes in excess of the package of that plan apply from the first day following the end of the paid term. The application of the terms of the Monthly plan is not a change under clause 17.4. The Client may terminate the renewed agreement by giving the Supplier at least 15 calendar days notice.
17.4. The Supplier may change the subscription fee, the volume of the included package and the rate for minutes in excess of the package for the period after the end of the current paid term, by giving the Client at least 30 calendar days notice before the date the change takes effect. The Client may terminate the agreement at any time before that date; until termination the previous terms apply.
17.5. The Client may withdraw from the agreement at any time by notice to the Supplier. Unless clauses 5.5 and 17.3 provide otherwise, the withdrawal takes effect on the last day of the calendar month in which the Supplier received the notice, or on a later date stated by the Client in the notice. A withdrawal before the end of the initial paid term has the consequences set out in clause 17.6; withdrawal from a renewed agreement is made in the manner set out in clause 17.3. The Supplier's right to withdraw from the agreement is set out in clause 17.7.
17.6. Unilateral withdrawal by the Client before the end of the initial paid term does not release the Client from the obligation to pay the subscription fee for all months remaining until the end of that term. That rule does not apply where the Client withdrew in the cases provided for in clauses 5.5, 17.3, 17.4, 21.2 and 19.3, or as a result of a breach by the Supplier. The same obligation arises where the agreement is terminated by the Supplier under clause 17.8 or 17.9 as a result of a breach committed by the Client. A Client for whom that obligation is unsuitable is offered the Monthly plan in the Price List.
17.7. The Supplier may withdraw from the agreement at any time by giving the Client at least 30 calendar days in advance; the agreement terminates on expiry of that period. Before the start of the paid term the Supplier's withdrawal takes effect immediately from the date of the written notice. The subscription fee paid for the unused part of the paid term is refunded to the Client in proportion to the number of calendar days or set off in the final invoice under clause 18.7. The Supplier's withdrawal gives rise to no other payments, compensation or penalties.
17.8. A Party may terminate the agreement unilaterally in the event of a material breach by the other Party if the breach has not been remedied within 15 calendar days of receipt of a written demand to remedy it.
17.9. The Supplier may terminate the agreement where payment remains overdue for more than 30 calendar days from the date of suspension under clause 11.1. Default of that duration is a material breach of the agreement; no additional period under clause 17.8 is granted.
17.10. A Party may terminate the agreement immediately upon the commencement of insolvency proceedings in respect of the other Party or a decision to liquidate it.
18. Consequences of termination
18.1. From the date of termination the Client's access to the Service ceases, save for the read-only access under clause 18.3, and the Service widget is to be removed by the Client from the Store website.
18.2. No later than 5 business days of the date of termination the Supplier provides the Client, at no additional charge, with a full export of the Client Data in machine-readable JSON or CSV format at the Client's choice.
18.3. Until the export has been delivered, the Client retains read-only access to its data.
18.4. The Supplier deletes the Client Data after the Client confirms receipt of the export, and in any event no later than 30 calendar days from the date of termination; copies in backup archives are deleted no later than 90 calendar days. Data that the Supplier is required by law to retain is kept for the period prescribed by law.
18.5. Termination does not release the Parties from the performance of obligations that arose before termination, including the obligation to pay.
18.6. Sections 2 (as regards clauses 2.7 and 2.9), 4 (as regards clause 4.2), 9 (as regards unpaid invoices), 10, 12, 13, 14, 15, 16, 18, 20, 22, 23 and 25 survive termination of the agreement.
18.7. Within 10 business days of the date of termination the Supplier issues a final invoice accounting for: the subscription fee for any unpaid period, package overage, and — where the Client's withdrawal, or termination of the agreement under clause 17.8 or 17.9, has the consequences set out in clause 17.6 — the subscription fee for the remaining months of the paid term, as well as any refund under clause 17.7.
19. Force majeure
19.1. A Party is not liable for non-performance of an obligation if it is caused by a circumstance beyond its reasonable control that it could not have foreseen or overcome: a natural disaster, war, armed conflict, act of terrorism, nationwide strike, act of a public authority, or large-scale failure of infrastructure.
19.2. The failure or degradation of an individual service provider engaged by the Supplier does not constitute force majeure.
19.3. The Party affected by force majeure notifies the other Party within 5 calendar days. If the circumstance lasts more than 30 calendar days, either Party may terminate the agreement by written notice.
20. Notices
20.1. Legally significant notices are sent by email: to the Supplier at contact@edition.solutions, and to the Client at the address it has specified in the Account Area. A notice posted by the Supplier in the Client's Account Area is equivalent to one sent by email.
20.2. A notice is deemed received on the business day following dispatch unless the sender has received a delivery failure message.
20.3. Operational matters of implementation and support are handled through the channels set out in Annex 1 and do not constitute legally significant notices.
20.4. The Client keeps the email address in the Account Area up to date. The risk of not receiving a notice sent to an outdated address is borne by the Client.
21. Changes to the offer
21.1. The Supplier may publish new versions of the offer, the Annexes and the Price List. A new version applies to agreements concluded after the date it takes effect.
21.2. A new version applies to an agreement concluded earlier from the start of the next paid term, provided that the Supplier notified the Client at least 30 calendar days before that date. To an agreement renewed for an indefinite period under clause 17.3, a new version applies from the first day of the calendar month beginning no earlier than 30 calendar days from the date of the notice. The Client may terminate the agreement at any time before the relevant date; until termination the version in force on the date of its acceptance applies.
21.3. Changes required to comply with a mandatory requirement of law or an order of a competent authority take effect within the period set by that requirement, with notice to the Client as soon as possible.
21.4. A new version does not worsen the terms of a paid term already under way, save in the case under clause 21.3.
21.5. Changes to Annex 2 and to the technical and organisational security measures apply to agreements concluded earlier from the date stated in the Supplier's notice, but no earlier than 30 calendar days from the date it is sent, provided that such changes do not reduce the scope of the Client's rights and do not lower the level of protection of personal data. Clauses 21.2 and 21.4 do not apply to such changes.
22. Governing law and dispute resolution
22.1. The agreement is governed by the law of the Republic of Estonia, excluding its conflict-of-laws rules.
22.2. The United Nations Convention on Contracts for the International Sale of Goods does not apply to the agreement.
22.3. The Parties shall seek to resolve disputes by negotiation. If a dispute is not resolved within 30 calendar days of receipt of a written claim, it shall be resolved by Harju County Court (Harju Maakohus), Tallinn, Estonia.
23. Miscellaneous
23.1. The offer together with the Annexes and the Price List constitutes the entire agreement of the Parties on its subject matter and supersedes all prior correspondence, negotiations, presentations and commercial proposals. In the event of a discrepancy between the documents the following order applies: this offer; Annex 1 and Annex 2, each in the part it governs; the Price List. Materials on the Supplier's website, presentations, reference materials and correspondence do not determine the terms of the agreement.
23.2. The offer, the Annexes and the Price List are published in English, and only the English text is binding. Translations into other languages, where the Supplier provides them, are for reference only, create no obligations and do not apply in the event of any discrepancy with the English text.
23.3. Individual amendments to the terms of the agreement are valid if made in writing and signed by both Parties. This rule does not apply to changes made in the manner set out in clauses 8.3, 17.4 and 21.
23.4. Neither Party may assign its rights and obligations under the agreement without the written consent of the other Party. Consent is not required where rights pass by way of reorganisation of a Party, provided that the successor assumes all obligations under the agreement.
23.5. At the Client's written request the Supplier signs a counterpart of the agreement reproducing the terms of the offer in the version in force on the date of the Client's acceptance, without altering those terms. Signing such a counterpart does not shift the moment at which the agreement was concluded.
24. Supplier's details
| Field | Value |
|---|---|
| Name | Shchybria OÜ |
| Registry code | 17381578 |
| contact@edition.solutions | |
| Signatory | a Member of the Management Board of the Supplier, acting on the basis of the articles of association |
The Supplier's registered address and the composition of its Management Board are held in the Commercial Register of the Republic of Estonia and are available by the registry code. The bank details for payment are stated in the invoice.
25. The website and the public demo
25.1. This section applies to any person using the Supplier's website and the public demonstration use of the Service, whether or not that person has accepted the offer. Sections 1 to 24 apply to the relationship with a Client who has accepted the offer; in the event of a discrepancy with this section, sections 1 to 24 prevail.
25.2. The website and the demonstration use are provided free of charge, as they are, and without any commitment as to availability. Answers given by the assistant in demonstration mode are not an offer, advice or an obligation of the Supplier.
25.3. When using the website and the demonstration mode the following are not permitted: automated load and bulk programmatic requests, automated data extraction, load testing, attempts to obtain the source code or the prompts, and use of the assistant's output to train, fine-tune or evaluate competing models. The Supplier may restrict or terminate access to the website and the demonstration mode at any time without stating reasons.
25.4. The exclusive rights to the website, the documentation, the texts and the trade marks belong to the Supplier. The processing of the personal data of website visitors and users of the demonstration mode is described in the Supplier's privacy policy published at https://monoverse.tech/en/legal/privacy, in which the Supplier acts as the controller of that data.
25.5. The Supplier's liability towards a person who has not concluded the agreement, for use of the website and the demonstration mode, is excluded to the extent permitted by applicable law.
Annexes
The Annexes form an integral part of the offer and are accepted together with it:
- Annex 1 — Service, implementation and commercial terms
- Annex 2 — Processing of personal data
Annex 1 to the Public Offer
Service, implementation and commercial terms
Version 1. Published and effective from 30 August 2026.
Sections 1 to 3 define what the Supplier is obliged to provide within the subscription fee.
Sections 4 to 8 define the implementation, launch and trial period.
Sections 9 to 13 define the price and the payment arrangements.
Sections 14 to 16 define planned maintenance, support and response times to requests.
The channels in section 2 and the addition of service languages under clause 1.6 are connected under a separate agreement of the Parties.
1. Core delivery
1.1. The assistant on the Store website
A voice and text sales assistant embedded into the Store website by means of a library. It answers by voice and in text within the service languages (clause 1.6) and on the basis of the Client Data; where data is missing, it says so and offers to hand the conversation over to a human. When the Customer starts speaking, the assistant stops talking and listens.
1.2. Actions of the assistant
The assistant controls the storefront and the order on the Customer's screen: it searches the catalogue and the knowledge base, opens categories, pages and product pages, applies filters, and manages the cart and the checkout. Order confirmation is performed only after the Customer's explicit consent.
1.3. Account Area
A web account area for the Client: analytics and revenue attribution, management of assistants and roles, catalogue view, conversations and their transcripts, data freshness, integrations, knowledge base, billing and usage settings, team management.
1.4. Catalogue connection
At the Client's choice: a server-side developer kit for Node.js or Python, synchronisation from Laravel, a WordPress / WooCommerce plugin, or the Supplier's crawler working from the sitemap. Catalogue data is refreshed daily.
1.5. Widget installation
Widget wrappers for common frontend frameworks, a cart adapter generator, and script tag installation for sites without a framework.
1.6. Service languages
The service languages for Customers are determined during implementation in the manner set out in clause 4.4 of this annex. The assistant replies in the language of the Customer's request within those languages; where a request is made in another language, it replies in the principal service language. Adding a language during the term of the agreement is done under a separate written agreement of the Parties.
1.7. Industry configuration
Configuration of the assistant for the Store's industry from the Supplier's library of industry profiles: terminology, typical scenarios and selection rules.
1.8. Scenarios, tone and handover to a human
Dialogue scenarios, the tone of voice and the rules for handing a conversation over to the Client's manager are configured by the Supplier during implementation and amended at the Client's request in the manner set out in section 16 of this annex.
1.9. Features of the higher tariff plan
Included irrespective of the package volume: custom scenarios and integrations, priority support, a named support contact on the Supplier's side. Priority support means the response times set out in section 16 of this annex and creates no other obligation of the Supplier.
2. Additional channels
The Supplier operates the following channels and connects them for the Client under a separate written agreement of the Parties defining the scope of work, the timeline and its cost:
| Channel | What it is |
|---|---|
| Telegram | Sales assistant in Telegram |
| Processing of incoming email by the assistant | |
| Inbound telephony (SIP) | Handling of inbound calls by the assistant |
| Operator console | Workstation for handing a conversation to a human agent |
Any subscription fee for the use of a connected channel is determined by that same agreement. Voice minutes consumed in additional channels are counted towards the common package under section 9 of this annex. Connecting telephony additionally requires agreement on the number, the trunk and the manner of paying for them.
3. What is not included in the Service
- Development of bespoke features ordered by the Client that do not form part of the Supplier's product.
- Modification of the Store website, its markup, catalogue or the Client's accounting systems.
- Populating and correcting the catalogue, prices, stock levels and product descriptions.
- Telecommunications services and telephone numbers for the telephony channel.
- Features not listed in section 1 of this annex, irrespective of whether they were mentioned in correspondence, presentations or on the Supplier's website.
- Mobile developer kits for Swift and Kotlin.
- Training of the Client's staff beyond delivery of instructions for using the account area.
4. What the Client provides for implementation
4.1. Catalogue
A synchronisation method at the Client's choice and the access it requires: keys, credentials for accounting systems, export endpoint. The complete product catalogue with names, specifications, prices and stock levels, together with the category structure.
4.2. Website
The ability to place the widget tag on the Store pages, the list of domains and subdomains for binding the key, and a map of the site navigation: categories, service pages, search, cart and checkout pages.
4.3. Knowledge about the store
The texts of the delivery, payment, return and warranty terms in the form in which they are to be communicated to Customers.
4.4. Rules of operation of the assistant
The rules for handing a conversation over to a human agent: in which cases, to whom, through which channel and during which hours. The tone of voice and the list of topics the assistant must not discuss. The service languages for Customers and identification of the principal one.
4.5. Material for the test run
At least 20 typical Customer requests of the Store in the form in which they actually arrive, for verifying answer quality before launch.
4.6. People
A responsible person of the Client authorised to take decisions on implementation, and a technical contact for implementation and support specified by the Client in the Account Area.
5. What the Supplier does during implementation
| Stage | Content |
|---|---|
| 1 | Receipt of access and information under section 4, verification of completeness |
| 2 | Synchronisation of catalogue, categories, prices and stock levels; setup of daily refresh |
| 3 | Mapping of site pages and navigation so that the assistant opens the right pages and guides the Customer to checkout |
| 4 | Configuration of the industry profile, scenarios, tone and handover rules |
| 5 | Test run on the requests from clause 4.5, correction of answers based on its results |
| 6 | Installation of the widget on the operational Store website |
| 7 | Launch and notification of the Client under clause 7.1 of this annex |
6. Implementation deadlines
6.1. The Supplier commences implementation on the date of acceptance of the offer (clause 2.2 of the offer).
6.2. The implementation period is 5 business days from the date on which the Client provided everything listed in section 4.
6.3. Within 1 business day of receiving the materials the Supplier verifies their completeness and informs the Client exhaustively which access, information or approvals are missing.
6.4. A delay by the Client postpones the period under clause 6.2 only where the Supplier gave timely and specific notice of what was missing under clause 6.3, and only for the duration of the Client's actual delay.
6.5. If the Supplier exceeded the period under clause 6.2 by more than 5 business days, the Client may set an additional period or terminate the agreement without any payment.
6.6. No subscription fee accrues before implementation is complete and the Service has been launched.
7. Launch
7.1. The Supplier launches the Service on the operational Store website, records the date of the launch in the Account Area and notifies the Client of it in the manner set out in section 20 of the offer.
7.2. The Trial Period begins on the date of the launch (section 8 of this annex, clause 5.3 of the offer). No confirmation, acceptance or other reply from the Client is required for this.
7.3. A non-conformity of the Service with the composition of the delivery under section 1 of this annex or with the requests from clause 4.5 is raised by the Client as a request in the manner set out in section 16 of this annex. The Supplier remedies the non-conformity at its own cost within the time limits set out in section 16. Such a request does not postpone the start of the Trial Period.
7.4. If the non-conformity is not remedied within the time limits set out in section 16 of this annex, the Client may withdraw from the agreement in the manner set out in clause 5.5 of the offer; the security payment is refunded to the Client in the manner set out in clause 3.3 of the Price List.
8. Trial Period
8.1. The Trial Period (section 5 of the offer) runs from the date of the launch determined under section 7 of this annex and takes place on the actual traffic of the Store and not in a demonstration environment: the Service is provided in full, including all connected channels.
8.2. Objections raised by the Client during the Trial Period are handled under the rules of section 16 of this annex. The procedure for moving to paid use and for termination at the end of the Trial Period is set out in section 5 of the offer.
9. Package and plan
9.1. The plans, the subscription fee, the volume of the included package of voice minutes, the rate for minutes in excess of the package and the duration of the paid term are set out in the Price List.
9.2. Irrespective of the plan chosen, the delivery includes:
| Parameter | Value |
|---|---|
| Text assistant | no limit on the number of messages or sessions |
| Features of the higher tariff plan | included (clause 1.9 of this annex) |
| Connection and implementation fee | not charged |
| Currency | EUR |
9.3. Amounts are net of taxes; taxation is dealt with in section 10 of the offer.
10. Text assistant without a meter
10.1. The number of text messages and text sessions is neither counted nor charged. No limit is placed on the number of requests from human Customers during the term of the agreement, save for suspension of the Service under section 11 of the offer and under clause 11.5 of this annex.
10.2. The Supplier may limit only non-organic load: requests generated by programmatic means, scraping, load testing and other requests not originating from human Customers. The Supplier notifies the Client of any such limitation on the same business day, stating the grounds.
11. Minutes in excess of the package
11.1. Voice minutes consumed in excess of the included package are charged at the rate set out in the Price List for the chosen plan.
11.2. Where the package is exceeded, the Supplier:
(a) charges no penalties or uplift multipliers;
(b) does not stop or degrade the operation of the assistant, save in the case under clause 11.5;
(c) does not interrupt a conversation in progress.
11.3. The Supplier sends the Client automatic notifications on consumption of 80 %, 100 % and 120 % of the monthly package.
11.4. Consumption in excess of the included package is charged at the rate of the chosen plan automatically, as consumed, and requires no separate consent of the Client.
11.5. The Client may set a monthly consumption limit in the Account Area; once the limit set is reached, the provision of the Service is suspended until the Client consents in the Account Area or until the start of the following calendar month. Voice conversations already in progress are not interrupted.
11.6. Overage is stated as a separate line in the invoice for the month following the month of the overage.
11.7. If the voice minutes consumed in a calendar month exceeded the included package more than twofold, the Supplier may issue an interim invoice for the actual overage before the end of the month. Such an invoice is issued as consumed, with a usage breakdown attached, is paid in the manner set out in clause 9.4 of the offer, and sections 9 and 11 of the offer apply to it on the same basis as to other invoices.
11.8. Unused package minutes are not carried over to the following month.
12. Accrual
12.1. The subscription fee accrues from the first day of the paid term (clause 17.2 of the offer).
12.2. Where the paid term begins or ends other than on the first day of a calendar month, the subscription fee and the volume of the included package for that month are calculated in proportion to the number of calendar days.
12.3. The invoice for the first partial month is issued within 3 business days of the start of the paid term.
12.4. Invoices for subsequent months are issued on the first business day of the month being paid for and are paid in the manner set out in section 9 of the offer.
12.5. Data on the voice minutes consumed and on current package usage is available to the Client in the Account Area in real time.
12.6. The subscription fee under the Annual and the Six-month plans is invoiced as a single invoice for the whole paid term within the period set by clause 12.3; clauses 12.2 and 12.4 do not apply to the subscription fee under those plans. Invoices for minutes in excess of the package are issued monthly in the manner of section 11 of this annex.
13. Price stability
13.1. The subscription fee and the overage rate are not subject to change during the paid term, save for a reduction of the fee under clause 6.9 of the offer.
13.2. A change of the fee for the period after the end of the paid term is permitted only in the manner set out in clause 17.4 of the offer.
14. Planned maintenance
14.1. The Supplier notifies the Client of planned maintenance at least 24 hours in advance.
14.2. The total duration of planned maintenance does not exceed 4 hours per calendar month.
14.3. Planned maintenance is carried out between 00:00 and 06:00 Tallinn time.
15. Support
15.1. Support hours: 09:00 to 18:00 Tallinn time, Monday to Friday, excluding official public holidays of the Republic of Estonia.
15.2. P1 requests are received and handled around the clock, including weekends and public holidays. Requests of other levels are received during support hours.
15.3. Channels for requests:
- email: contact@edition.solutions;
- the named support contact's channel, communicated to the Client at the launch of the Service.
15.4. A P2 to P4 request received outside support hours is deemed received at the start of the next business hour.
15.5. The level of a request is determined by the Supplier on the basis of its actual impact on the operation of the Store. The Client may dispute the level; the dispute is resolved in favour of the higher level pending clarification.
15.6. Support is provided in Russian and English.
15.7. Suspension of the provision of the Service under clause 11.5 of this annex, suspension under section 11 of the offer and planned maintenance within the limits of clause 14.2 of this annex do not constitute unavailability of the Service or a defect, are not treated as P1 requests and are not counted towards the response, workaround and resolution times.
16. Request levels and response times
16.1. Levels, response and resolution
| Level | What it is | Response | Resolution |
|---|---|---|---|
| P1 — critical | The Service is entirely unavailable; or the assistant tells Customers an incorrect price or availability; or it places orders with errors; or data isolation has been lost | Requests are received around the clock, including weekends and public holidays. The Supplier's automated system begins diagnosis immediately. An acknowledgement of receipt is sent to the Client within 1 hour | A workaround within 12 hours of the response. Full resolution within 72 hours of the response |
| P2 — major | Partial degradation: one channel is down while another works; catalogue data is not refreshed; analytics are not displayed; the assistant does not hand a conversation to a manager | Within 1 business day from receipt of the request | Within 3 business days of the response |
| P3 — normal | Other defects; questions about the operation of the Service; changes to scenarios, tone, handover rules; changes in catalogue structure and navigation | Within 1 business day from the date of the request | Within 5 business days of the response. A different period only by written agreement with the Client stating an interim solution and a resolution plan |
| P4 — development request | A request for a new feature, integration or channel | A substantive answer on whether the request is accepted for development — within 5 business days to respond | No release date is guaranteed; accepting a request for development creates no obligation to release the feature |
Where full resolution of a P1 within that period is impossible, the Supplier immediately disables only the malfunctioning feature, keeping the rest operational, and provides the Client with a safe manual or fallback path to replace it.
16.2. Cause of the request
The levels apply to defects whose cause lies on the side of the Service. An answer of the assistant that correctly reproduces the Client Data is not a defect, irrespective of whether that data is itself correct: its accuracy is ensured by the Client (clauses 6.2 and 15.3 (a) of the offer). An incorrect price or availability is a P1 where the information given by the assistant differs from the Client Data delivered to the Supplier, including where that data has not been refreshed, has been corrupted or has been lost on the Supplier's side.
16.3. Limits of the service level obligations
The Supplier's obligations under this section are exhausted by the response and resolution times. No proportion of availability of the Service is established by the agreement, and no reduction of the fee for failing to reach it is provided for. Clause 6.9 of the offer applies irrespective of this clause.
Annex 2 to the Public Offer
Processing of personal data
Version 1. Published and effective from 30 August 2026.
This annex is the data processing agreement between the Client and the Supplier and is concluded pursuant to Article 28 of Regulation (EU) 2016/679 (GDPR). It is accepted together with the offer and requires no separate signature.
1. Roles of the Parties
1.1. The Client acts as the controller of personal data: it determines the purposes and means of the processing and is responsible for the lawful basis of the processing and for informing Customers.
1.2. The Supplier acts as the processor: it processes personal data solely on the documented instructions of the Client, which instructions are constituted by the offer with its annexes.
1.3. The Supplier notifies the Client without delay if, in its opinion, an instruction of the Client infringes the applicable personal data protection legislation.
2. Subject matter, nature, purpose and duration of the processing
2.1. Subject matter — the provision of the Service in accordance with the offer. Nature of the processing — collection, recording, storage, speech-to-text conversion, speech synthesis, search, use for producing an answer to the Customer, anonymisation, deletion. Purpose — serving the Customers of the Store: consultation, product selection, information on availability, delivery, payment and returns, assistance with placing an order, handover of the conversation to a human agent, service quality analytics for the Client. Duration — the term of the agreement and the periods set out in section 6 of this annex and section 18 of the offer.
3. Categories of data subjects and of data
3.1. Categories of data subjects
Customers — persons who have addressed the assistant on the Store website or in the connected channels; employees and representatives of the Client — users of the Account Area.
3.2. Categories of Customer data
| Category | Content |
|---|---|
| Content of the request | The text of messages; the audio stream of a voice request and its transcript |
| Technical data | Session identifier, IP address, browser and device information, language of the request |
| Data provided by the Customer | Name, telephone, delivery address, email — to the extent the Customer provided it |
| Order data | Cart contents, amount, chosen delivery and payment methods, order comment |
3.3. Categories of data of the Client's employees
Name, email address, role in the Account Area, log of actions in the Account Area.
3.4. Special categories of data
The Service does not request data of the special categories under Article 9 GDPR. The Client does not instruct the Supplier to process such data and configures the scenarios so that the assistant does not request it.
4. Obligations of the Supplier
4.1. To process personal data only on the instructions of the Client.
4.2. To ensure that the persons admitted to the processing are bound by a duty of confidentiality.
4.3. To take technical and organisational security measures: logical isolation of the personal data processed for the Client from the data of other clients; encryption of personal data in transit and at rest, as well as encryption of integration keys and credentials in storage; multi-factor authentication for privileged access by the Supplier's personnel and separation of that access on a need-to-know basis; logging of access to personal data and of changes to it; regular backups; vulnerability management — regular updating of software and remediation of known vulnerabilities; a disaster recovery plan.
4.4. To assist the Client in responding to requests from data subjects: to provide the information requested and to export, correct and delete the data of a particular subject within 5 business days of the Client's request. The Supplier does not itself respond to Customers' requests and redirects them to the Client.
4.5. To assist the Client with a data protection impact assessment and with consultations with the supervisory authority — within the limits of the information available to the Supplier.
4.6. Not to use Customers' personal data to train its own or third-party models.
5. Notification of a breach
5.1. The Supplier notifies the Client of a personal data security breach without undue delay and in any event no later than 24 hours from the moment the Supplier became aware of the breach.
5.2. The notification contains: the nature of the breach, the categories and approximate number of data subjects and records concerned, the likely consequences, the measures taken and proposed, and a contact point for obtaining information. Information not available at the time of the notification is provided as it is obtained.
5.3. The Supplier assists the Client, at its own cost, in investigating the breach, in preparing the notification of data subjects and of the supervisory authority, and in remedying the consequences of the breach.
5.4. Notification of the supervisory authority and of data subjects is carried out by the Client as controller.
6. Retention periods
6.1. Recordings and transcripts of Customer conversations and the related technical data are retained for 90 calendar days from the date of the conversation, after which they are deleted or anonymised, unless the Parties have agreed a different period in writing. The duty to inform Customers of the recording and transcription of conversations rests with the Client (clause 6.4 of the offer).
6.2. Anonymised and aggregated information about the use of the Service that does not allow a Customer to be identified may be retained without a time limit (clause 14.3 of the offer).
6.3. The return and deletion of data on termination of the agreement — section 18 of the offer.
7. Sub-processors
7.1. By accepting the offer the Client gives the Supplier general written authorisation to engage sub-processors for the provision of the Service.
7.2. The Supplier concludes with each sub-processor an agreement imposing data protection obligations no lower than those set out in this annex, and is liable to the Client for the acts of sub-processors as for its own.
7.3. Information about sub-processors is confidential information of the Supplier. The Supplier provides the Client with the list of sub-processors where the law applicable to the Client's activity so requires; the manner, scope and conditions of provision are agreed separately by the Parties.
8. Place of processing and cross-border transfer
8.1. The Supplier states the region of processing of personal data to the Client at its written request.
8.2. The transfer of personal data from the Client's jurisdiction to the Supplier is carried out by the Client. Ensuring a lawful basis for that transfer under the law applicable to the Client's activity is the obligation of the Client as controller.
8.3. At the Client's written request the Supplier signs the document required by the law of the Client's jurisdiction for a cross-border transfer, provided that such document does not impose on the Supplier obligations beyond those set out in this annex, and provides the Client with the information necessary to notify the competent authority, to an extent not going beyond clause 7.3. The costs of preparing and executing such documents are borne by the Client.
9. Verification
9.1. At the Client's written request, but no more than once in a calendar year, the Supplier provides information confirming performance of this annex within 15 calendar days of the request.
9.2. This section does not give the Client or the persons it engages access to the infrastructure, the source code, the prompts, the data of the Supplier's other clients, or information the disclosure of which creates a threat to the security of the Service or constitutes a trade secret of the Supplier.
9.3. Verification on the Supplier's premises is carried out only at the demand of a competent authority, at the Client's cost and subject to the signing of a confidentiality agreement by the person verifying, by the Client and by all persons engaged.