Agreement
1. Contracting Parties
Customer: The Customer shall enter its company name, registered office/billing address, tax number, and contact details on the Service Provider's online ordering interface. These details form part of the contract, and by providing them, the Customer declares that they are true and accurate. (hereinafter: Customer)
Service provider: Syneo International Kft, registered office: Kürtös utca 5., 9700 Szombathely, company registration number: 18 09 115488, tax number: 32173394-2-18, represented by: Krisztián Vaskó (hereinafter: Service Provider)
The Parties declare that the Service Provider's current General Terms and Conditions (GTC), which form an annex to this contract, shall apply to this contract.
The Customer orders the service on the Service Provider's online platform. The contract is concluded upon the electronic acceptance of the online order completed by the Customer, this contract, and the General Terms and Conditions.
2. Subject matter of the contract
The subject matter of this contract is that the Customer orders from the Service Provider an artificial intelligence-based device (compact or display version) selected on the online ordering interface, as well as the related operating and support services. If the Customer orders both types of devices, the contract shall cover both types.
The tool is intended to assist the Customer's employees in the sale of age-restricted products, solely as a preliminary warning, without personal identification.
The Service Provider shall provide these devices, install and commission them professionally, and provide the Customer with the training and support necessary to operate the devices.
The Customer undertakes to order the services, ensure the on-site installation of the equipment, and pay the contractual fees on time.
The Service Provider shall provide the equipment according to the Customer's choice.
a) installs and commissions it through its own specialists, or
b) the Customer performs the installation independently based on the written and/or electronic installation instructions provided by the Service Provider.
2.1 The Service Provider's obligations include, in particular:
Providing and making available the necessary hardware and software components and, if the Customer so chooses, their professional on-site installation and configuration by the Service Provider or its authorized subcontractor.
If the Customer performs the installation themselves, the Service Provider shall provide remote (online) technical support and installation instructions for the professional commissioning of the system.
Handover of the System's operational capability (commissioning) and presentation to the Customer, brief training of operating personnel as necessary – on site or online.
Following installation (or activation in the case of self-installation), system maintenance, remote monitoring, and support are provided as part of an annual fee-based service, which includes regular checks, troubleshooting, necessary software updates, and calibration.
2.2 The Customer's obligations include, in particular:
Providing and preparing the location necessary for installation (ensuring unobstructed access for the Service Provider in the business premises for the duration of the work).
Continuous provision of the power supply and internet connection (if the latter is necessary for operation) required for the operation of the System.
Cooperation with the Service Provider: timely provision of all information, permits, and other conditions necessary for installation or maintenance.
Acceptance of the Service Provider's performance (signing of the handover protocol after completion of installation) and payment of contractual fees by the due date.
The Customer undertakes to use the devices exclusively for their intended purpose, not to transfer them to third parties, and not to dismantle, modify, or remove them. In the event of a malfunction or any abnormal operation, only the Service Provider is authorized to intervene.
If the Customer chooses to install the device independently, they acknowledge that the Service Provider will only provide remote assistance during the independent installation of the device and will not be liable for any errors or damage resulting from procedures that deviate from the installation instructions, improper use of the device, or deficiencies in the installation environment.
3. Service fees and payment terms
The parties agree that the Customer shall pay the Service Provider a one-time installation fee and an annual operating fee as consideration for the services performed, as follows:
3.1 Installation fee: The installation fee shall be determined by the subcontractor performing the installation, and the Customer shall pay the fee based on prior notification from the Service Provider, in accordance with the invoice issued by the subcontractor or the Service Provider.
If the Customer chooses independent installation, no installation fee will be charged.
The fee is due before the start of installation, based on the invoice issued by the Service Provider. The Customer is obliged to pay the fee by bank transfer within 8 calendar days of receiving the invoice.
The Service Provider may also use subcontractors to perform installation and setup work. In this case, the subcontractor may invoice the Customer directly for the work performed, based on prior notification from the Service Provider.
3.2 Annual operating fee: When placing an online order, the Customer selects the type of annual operating fee from the following options:
a) compact package - HUF 350,000 net per year
b) display package - net 450,000 HUF per year
which is the fee for services related to the continuous operation and maintenance of the System.
The first annual fee will be invoiced after the contract is signed (or, in the case of online orders, after the order is placed) and is payable within 8 calendar days of receipt of the invoice.
The second annual fee is due before the start of the second year of the contract, at the latest on the first day of the second year.
The Service Provider shall issue an invoice for this no later than two weeks in advance. The annual period of service shall last for 12 months from the date of receipt of payment.
3.3 VAT and other charges: The above fees are net amounts; the applicable VAT will be added to the invoice.
3.4. Payment method: Fees may be paid by bank transfer or, with the Customer's separate consent, by recurring debit card payments (e.g., Stripe, Barion). The Customer may consent to the Service Provider automatically deducting the annual service fee from the credit card provided by the Customer on a recurring basis on the first day of the service period or at an equivalent time.
The Customer shall provide the bank card details required for payment on the secure payment service provider interface used by the Service Provider (e.g., Stripe, Barion, etc.). The Service Provider does not process or store card details; processing is performed exclusively by the payment service provider's system.
The Customer is entitled to revoke their recurring payment consent at any time, in which case the Service Provider will collect the remaining fees via bank transfer.
3.5 Late payment: In the event of late payment, the Customer shall be obliged to pay default interest in accordance with Section 6:155 of the Civil Code.
If the delay exceeds 30 days, the Service Provider shall be entitled to suspend the service after issuing a written warning, and then, after a further 15-day grace period has elapsed without result, to terminate the contract with immediate effect.
In the event of extraordinary termination, the Customer shall pay the proportional annual fee for the remaining period of the fixed term in a single lump sum. This obligation shall not affect any other debts owed by the Customer, nor shall it affect the Service Provider's claim for damages.
4. Place and method of performance
4.1 The Service Provider shall provide its services exclusively within the territory of Hungary, at the business premises designated by the Customer. The Customer shall specify the installation location on the online ordering interface.
In the case of self-installation, the Service Provider shall deliver the device to the address specified in the order; in the case of on-site installation, the installation shall be performed by the Service Provider or its authorized subcontractor at the specified location.
4.2 Performance shall be deemed to be in accordance with the contract and completed when the Service Provider has handed over the System in an operational condition and the Customer's representative has accepted it during an on-site inspection. The parties shall draw up a handover report, in which they shall record that the installed System is functioning as intended and list any errors or deficiencies. The date of signing the report shall be considered the date of performance.
4.3 The Customer shall ensure that the Service Provider has adequate access to the site and the relevant facilities during installation and maintenance. In this context, the Customer shall allow the Service Provider and its subcontractors to enter the business premises at pre-agreed times, shall ensure the conditions for the performance of the work (power supply, lighting, etc.), and shall inform the Service Provider of any safety or occupational health and safety regulations applicable at the site. The Service Provider shall schedule and perform the work in such a way as to cause the least possible disruption to the Customer's business activities.
5. Data protection and data processing
The Contracting Parties note that the operation of the equipment installed under the contract, in particular camera surveillance and age estimation systems, may involve the processing of personal data, which is subject to the provisions of the European Union's General Data Protection Regulation (GDPR) and the relevant Hungarian legislation (e.g., Act CXII of 2011 on the Right of Informational Self-Determination and Freedom of Information – Info tv.) shall apply. Accordingly, the parties shall determine the responsibilities and obligations related to data processing as follows:
5.1 Data controller: With regard to both devices – the Avigilon security camera and the age estimation vision AI device – the Customer is considered the data controller, as it determines the purpose and manner of use of the devices and has exclusive control over any data processed by the devices.
The age estimation AI tool performs anonymous technical processing only; it does not record or store images, videos, or any personal data. A separate Data Processing Notice has been prepared regarding data processing, which forms an annex to this contract.
5.2 Lack of data processor status of the Service Provider: The Service Provider shall not be considered a data processor under this agreement, as it does not have access to, process, store, or transmit the data managed or generated by the devices, including camera recordings and age estimation results.
If, during system maintenance or troubleshooting, it becomes necessary for the Service Provider to access the devices or their outputs, it may only do so with the prior written instruction of the Customer, under the Customer's supervision, to the narrowest extent and for the shortest period of time possible. In such cases, the Service Provider shall treat the data as strictly confidential, shall not copy or store it, and shall delete it immediately after the intervention (if it has become accessible to it at all).
5.3 Data security: The Service Provider guarantees that the devices it installs (in particular the Avigilon security camera) comply with data security requirements. The security camera recordings are stored locally in encrypted form and can only be accessed by persons designated by the Customer. The Service Provider does not know or handle the passwords or keys required for encryption. In the case of the age estimation device, no data is stored; the technology operates offline, within the device. No personal identification takes place; processing is exclusively temporary and technical in nature.
5.4 Legal compliance and responsibility: The Customer acknowledges that it is their responsibility to ensure the legality of data processing activities involving camera surveillance. In this context, if necessary, it shall carry out a data protection impact assessment, notify the National Authority for Data Protection and Freedom of Information (NAIH) or other competent authority of the use of the camera system, and handle any requests from data subjects (access, deletion, etc.). The Customer guarantees that the use of the technology is lawful, supported by a legal basis (e.g., legitimate interest), and does not violate the rights of visitors or employees. The Service Provider shall not be liable if official or other proceedings are initiated in connection with the Customer's data processing practices, unless the infringement results directly from a breach of contract or faulty performance on the part of the Service Provider.
6. Term and termination of the contract
6.1 The contract is concluded on the date of placing the order, but it enters into force
– in the case of independent installation, when the Service Provider dispatches the device for delivery,
– in the case of on-site installation, when the device has been installed and activated.
The term of the contract is 24 months, calculated from the date of entry into force.
During the fixed term, the contract cannot be terminated by ordinary notice; the parties are obliged to fulfill their obligations under the contract until the end of the term.
6.2 The parties agree that the contract shall be automatically extended for a further 12 months after the expiry of the fixed term, unless either party notifies the other party in writing at least 3 months before the expiry date that it does not wish to extend the contract. If the 3-month notice period is not observed, the contract shall be extended for the next period under the same terms and conditions. The three-month notice period shall also apply to the automatically extended period: if either party fails to exercise its right of termination in time, the contract shall be extended for further periods of the same duration until one of the parties gives notice of termination in the manner described above.
The current annual fee applies to extended periods under the same conditions.
6.3 Extraordinary termination: Either party shall be entitled to terminate the contract in writing with immediate effect if the other party seriously breaches its material obligations under the contract.
The following shall be considered serious breaches of contract:
the Customer is more than 30 days late with payment, or
the Service Provider fails to perform the agreed services in the required quality or by the deadline for reasons attributable to it, and fails to remedy the error or omission within the reasonable additional deadline specified in the Customer's written notice.
In the event of extraordinary termination, the contract shall terminate immediately. Any outstanding debts between the parties shall be settled by the date of termination.
6.4 Other cases of contract termination: The parties may terminate the contract by mutual agreement in writing at any time, in which case they shall settle their accounts with each other. The contract shall also terminate if either party ceases to exist without a legal successor, insolvency proceedings are initiated against it, or other circumstances arise that make further performance impossible. In such cases, the parties shall also settle their accounts with each other without delay.
6.5 If the contract is terminated for any reason, the Service Provider shall no longer provide services to the Customer. The equipment and accessories installed under this contract shall in all cases remain the exclusive property of the Service Provider and shall not become the property of the Customer. Upon termination of the contract, the Customer shall return the equipment to the Service Provider in an undamaged and functional condition, as agreed with the Service Provider, or shall ensure that the Service Provider has access to them. The Parties shall settle any fees that may have been paid in advance but not actually used due to the termination.
7. Other provisions
7.1 Warranty, guarantee: The Service Provider warrants that the installed system is fit for its intended use at the time of delivery and meets the requirements specified in the contract. The Service Provider undertakes to repair or replace the installed system and its services on the basis of fault reports, within the scope of the warranty provided by the manufacturer. The Customer acknowledges that the Service Provider is the owner of the equipment and acts in accordance with the manufacturer's warranty conditions. The Customer is obliged to report any faults related to the equipment to the Service Provider in writing immediately after their detection. Faults shall be handled in all cases within the framework of the warranty conditions and the contract.
7.2 Limitation of liability: The Service Provider's liability for damages arising from breach of contract shall be limited to the amount of service fees actually paid by the Customer under this Agreement in the previous 12 months, except for damages caused intentionally or to life, limb, or health. The Service Provider shall not be liable for indirect or consequential damages, including, but not limited to, lost profits, loss of data, business losses, or downtime resulting from equipment failure. The Customer acknowledges that it is solely responsible for any damages resulting from the improper or unlawful use of the System, and that the Service Provider shall not be liable in this regard.
7.3 Confidentiality: The parties shall treat as confidential all business, technical, financial, and other information and data that comes to their knowledge during the performance of this contract. In particular, the Service Provider shall keep confidential all information obtained about the Customer's business premises, operations and customers, as well as details relating to the structure and operation of the System. The Customer shall also treat as confidential any documentation, quotations and technological solutions provided by the Service Provider. Exceptions to the confidentiality obligation shall be made if the information was already in the public domain or publicly available without its disclosure, or if a court or authority obliges the party concerned to disclose the information (in which case the information may be disclosed to the extent necessary). Confidentiality shall remain in force after the termination of the contract, without any time limit.
7.4 Subcontractors: The Service Provider is entitled to use subcontractors for performance (e.g., subcontractor technicians, IT specialists), but is responsible for the activities of subcontractors as if it had performed the work itself. The Service Provider shall be obliged to conclude all agreements with its subcontractors (in particular regarding confidentiality and data protection obligations) that ensure full compliance with the provisions of this contract. The Service Provider shall be fully liable to the Customer for the conduct and performance of the subcontractor.
7.5 Notifications: The parties shall make all statements and notifications relating to the contract (including, in particular, termination or refusal of extension) in writing. Written notifications may be delivered in person or by registered mail with return receipt requested, or sent to the official email address provided in advance by the parties. Notifications sent by post shall be deemed to have been delivered on the fifth working day after the date of dispatch, even if the addressee refuses to accept delivery or the item is returned with a "not collected" note. The parties agree that all notifications, statements, and invoices related to the contract may also be communicated electronically (via email or the customer interface). Notifications sent by email shall be deemed to have been delivered on the working day following the date of dispatch.
7.6 Entire Agreement: This Agreement contains the entire agreement between the parties with respect to the subject matter hereof. All previous negotiations, correspondence, offers, or agreements on this subject shall cease to be valid upon signing of the contract. Amendments or additions to the contract shall only be valid if they are made in writing and signed by both parties.
7.7 Partial invalidity: If any provision of this contract proves to be invalid or unenforceable, this shall not affect the validity of the remaining provisions of the contract. In such a case, the parties shall negotiate in good faith to replace the invalid provision with a valid provision that comes as close as possible to the economic and legal purpose of the original provision.
7.8 Applicable law, legal disputes: This contract is governed by Hungarian law, with particular regard to the provisions of the Civil Code relating to business contracts. The parties declare that they will endeavor to settle any disputes arising in connection with the performance of the contract primarily by peaceful means, through consultation. If the consultation does not lead to a result within 30 days, the parties shall submit to the exclusive jurisdiction of the competent court at the seat of the Service Provider, depending on its jurisdiction, to settle the legal dispute.
The Customer accepts this contract electronically during the online ordering process by checking the box marked "Acceptance of Terms and Conditions and Data Management Information." The contract is thereby validly concluded between the parties and qualifies as a written contract pursuant to Section 6:7(3) of the Civil Code.
This contract was created through online acceptance and does not require a manual signature.
Clause: The General Terms and Conditions (GTC) of the Service Provider and the Data Management Policy form an integral part of this contract. The Customer declares that they have read and accepted their contents and acknowledge them as binding.
After concluding the contract, the Service Provider shall send an electronic confirmation to the Customer, which shall contain the essential terms and conditions of the contract and the data provided by the Customer. The confirmation serves as proof of the conclusion of the contract.
