Supplementary Terms for Merchant's Use of the Upsell Feature

1. Introduction

Kustom offers an upsell feature that provides product recommendations after a purchase (the "Upsell Feature").

By enabling and using the Upsell Feature (including by accepting these Supplementary Terms in an Order Form or via the Kustom Portal), the Merchant and Kustom enter into these supplementary terms (the "Supplementary Terms"), which govern the provision and use of the Upsell Feature, in addition to the existing agreement for Kustom's Checkout Solutions between the Merchant and Kustom (the "Agreement").

Unless otherwise defined herein, capitalised terms have the meanings given in the Agreement.

2. Scope and Application

These Supplementary Terms apply exclusively to the Upsell Feature. The Upsell Feature forms part of the Checkout Solution (as defined in the Agreement), and all rights, obligations, and liabilities of the Parties under the Agreement apply equally to the Upsell Feature.

3. Commercial Terms

3.1 The Upsell Feature will be provided free of charge for the initial three (3) months starting from the date of activation (the "Free Period").

3.2 Unless the Merchant terminates the Upsell Feature in accordance with Section 10 below, beginning on the first day immediately following the Free Period, Kustom will charge the Merchant 2% upsell-performance based on the net revenue that is directly attributable to the Upsell Feature and a fixed upsell-transaction fee of 1 SEK.

3.3 The Merchant may terminate the Upsell Feature effective at the end of the Free Period by providing Kustom with written notice. Such notice must be received no later than one (1) month before the last day of the Free Period. If the Merchant does not provide notice by that deadline, the Upsell Feature will continue after the Free Period, and the Upsell Fee will apply as set forth in Section 11.2 above.

3.4 Following the Free Period, the Upsell Feature will continue on the same terms and conditions as set forth in the Agreement.

4. Kustom's Provision of the Upsell Feature

4.1 Kustom will provide the Upsell Feature from the date the Upsell Feature is enabled for the Merchant (including via the Kustom Portal), subject to the Merchant's continued compliance with the Agreement and these Supplementary Terms.

4.2 Kustom may update, modify, or improve the Upsell Feature at its discretion.

4.3 Kustom will engage Cursive AI Ltd (“Cursive AI”) as its subcontractor for the provision of the Upsell Feature. Kustom remains responsible for the performance of Cursive AI  as its subcontractor.

5. Merchant Data

5.1 Merchant Data. For the purposes of these Supplementary Terms, "Merchant Data" means non-personal product, catalogue, and performance information made available by the Merchant for the Upsell Feature, including product identifiers, titles, descriptions, images, specifications, categories, pricing, availability, and aggregated non-personal performance metrics.

5.2 No personal data in Merchant Data. The Merchant acknowledges that no Merchant-supplied personal data is required for the Upsell Feature. The Merchant shall not provide personal data as Merchant Data unless Kustom has expressly agreed otherwise in writing.

6. Subcontractors and Use of Merchant Data

6.1 Cursive AI may process Merchant Data solely to provide, maintain, secure, and improve the Upsell Feature.

6.2 Kustom and Cursive AI may generate and use aggregated and/or anonymised analytics, performance metrics, and outputs derived from Merchant Data for the purpose of providing, operating, and improving the Upsell Feature, to the extent permitted by applicable law.

7. Merchant's Responsibilities and Obligations

The Merchant warrants that Merchant Data used for the Upsell Feature:

(a) is lawful, accurate, and non-infringing;

(b) contains no personal data; and

(c) may be used by Kustom and its subcontractors for providing, maintaining, and improving the Upsell Feature.

8. Indemnity

The Merchant shall defend, indemnify and hold harmless Kustom and Kustom's subcontractors (including Cursive AI) from any liabilities, costs, expenses, damages and losses arising out of or in connection with any third-party claim for actual or alleged infringement of intellectual property rights resulting from the use of Merchant Data in connection with the Upsell Feature.

9. Derived Data and Outputs

The Merchant acknowledges that recommendations, analytics, and other outputs may be generated by the Upsell Feature using Merchant Data. The Merchant has no rights in any derived, anonymised, or aggregated data or outputs (as such), except to the extent made available to the Merchant as part of the Upsell Feature.

10. Term and Termination

These Supplementary Terms apply from the time the Merchant accepts them and remain in force for as long as the Merchant uses the Upsell Feature, unless terminated earlier in accordance with the Agreement. Kustom may suspend, disable, or remove the Upsell Feature as permitted under the Agreement.

11. Relationship to the Agreement

11.1 These Supplementary Terms form an integral part of, and are governed by, the Agreement.

11.2 In the event of any conflict or inconsistency between these Supplementary Terms and the Agreement, the Agreement shall prevail, except where these Supplementary Terms expressly modify or supplement specific obligations for the Upsell Feature.

11.3 For the avoidance of doubt, no separate warranties, limitations, or liabilities apply to the Upsell Feature beyond those expressly stated in the Agreement and these Supplementary Terms.