AXON CLOUD SERVICE AGREEMENT

Agreement no.: [UG-YYYY-XXX]
Template version: 1.5 · Template date: 2026-09-28

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COVER PAGE

Provider	AXON CLOUD, obrt za računalno programiranje, vl. Leonard Fedetov
Address	Ulica Giuseppea Trombe 102, 52203 Šišan, Republika Hrvatska
OIB	17445628019
MBO	99377527
Crafts licence ID	18010012127
NACE / NKD	62.10.9 — Ostalo računalno programiranje
Contact	[email protected] · [email protected]
Web	https://axoncloud.hr

Customer	[full legal name]
Registered address	[street, number, postcode, city]
Company ID (OIB / VAT)	[ID]
Contact person	[full name]
Email / phone	[email] · [phone]
Quote / order no.	[number]

Subject: access to and use of the AXON Cloud software service (ERP / SaaS) under this Agreement and its Annexes.
Hosting: Hetzner Online GmbH · European Union / EEA (Hetzner data centres)

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The Parties agree as follows:

Article 1 — Parties and definitions

(1) This Agreement is entered into by:

• Provider: AXON CLOUD, obrt za računalno programiranje, vl. Leonard Fedetov, Ulica Giuseppea Trombe 102, 52203 Šišan, Republika Hrvatska, OIB 17445628019 (hereinafter: Provider or AXON Cloud);
• Customer: the legal or natural person named on the cover page (hereinafter: Customer).

(2) In this Agreement:

Term	Meaning
Service	AXON Cloud software in the cloud, contracted modules, access, hosting and standard support
Order	Annex A — quote / order form with package, modules, user count, fees and term
Tenant	Customer’s isolated space in the multi-tenant system
Customer Data	Data Customer or its users enter or generate in the Service
Business Day	Monday–Friday, excluding Croatian public holidays, Europe/Zagreb
Annexes	Annex A (Order), Annex B (DPA), Annex C (SLA), Annex D (Licence / Security / Privacy)

(3) In case of conflict: a signed Annex A prevails for fees, modules and term; this Agreement prevails over public terms at https://axoncloud.hr/legal; Annex B (DPA) prevails for personal-data processing.

Article 2 — Subject matter

(1) Provider shall make the Service available to Customer within the scope of the Order, and Customer shall use the Service in accordance with this Agreement and pay the agreed fees.

(2) Unless the Order provides otherwise, the Service includes:

1. SaaS access to the contracted AXON Cloud modules;
2. a software licence under Article 5 and Annex D;
3. hosting at Hetzner Online GmbH (European Union / EEA (Hetzner data centres));
4. service levels under Annex C (SLA);
5. processing of personal data as processor under Annex B (DPA);
6. standard customer and technical support at [email protected].

(3) Excluded unless separately agreed and priced in the Order: custom development, legacy data migration, on-site training, third-party integrations beyond standard connectors, and on-prem installation.

Article 3 — Term, renewal and termination

(1) This Agreement enters into force on the start date in Annex A and runs for the agreed term (e.g. 12 months).

(2) The subscription auto-renews for the same period unless a Party gives written notice of non-renewal at least 30 (thirty) days before the end of the then-current term. Email to [email protected] or [email protected] constitutes writing.

(3) Provider may terminate or suspend access for:

• non-payment after written notice and an additional 15 days;
• material breach not cured within 15 days of notice;
• abuse of the Service or serious legal risk.

(4) Customer may terminate for Provider’s material breach not cured within 30 days of written notice.

(5) After the Agreement ends, Customer typically has 30 days to export Customer Data. Provider then deletes or anonymises production data unless law requires longer retention. Details: Annex B (DPA).

Article 4 — Fees, billing and VAT

(1) Fees, billing method and currency are set out in Annex A.

(2) VAT is charged under the laws of the Republic of Croatia.

(3) Fees are payable in advance (monthly or annually) unless Annex A provides otherwise. Invoices are emailed to Customer’s billing contact.

(4) In case of late payment, Provider may charge statutory default interest and, after notice, restrict or suspend access.

(5) Price changes for a new renewal period: Provider gives at least 30 days’ notice. If Customer does not accept, Customer may cancel before the new period starts.

Article 5 — Licence and intellectual property

(1) Software, UI, documentation, brands and source code remain solely Provider’s property. Subscription does not transfer ownership or copyright.

(2) Provider grants Customer a limited, non-exclusive, non-transferable right to use the Service for internal business needs, for the contracted users and modules, during the paid term.

(3) Customer must not: redistribute the Service; sublicense it; share logins beyond licence counts; build a competing product from unauthorised access; remove copyright notices.

(4) Customer Data remains Customer’s property. Provider obtains only the processing rights needed to perform the Agreement.

(5) Third-party open-source components keep their own licences; a list is available on request.

Article 6 — Customer obligations

(1) Customer warrants the accuracy of data provided to Provider and that it has a legal basis to enter data into the Service.

(2) Customer shall protect credentials and report suspected compromise immediately to [email protected].

(3) Accounting, tax and fiscal decisions remain Customer’s (or its accountant’s) responsibility. AXON Cloud is a software tool.

(4) Unlawful content and use of the Service contrary to law or this Agreement are prohibited.

Article 7 — Provider obligations

(1) Provider shall deliver the Service with professional care, in accordance with the Agreement, Order and SLA.

(2) Provider applies reasonable technical and organisational measures — see Annex D (Security).

(3) Provider notifies Customer of planned maintenance where reasonably possible.

(4) The Service is provided “as available”. It is not warranted to cover all Customer processes without configuration. Integrations (e-invoice, fiscalisation, banks, etc.) depend on external systems and law.

Article 8 — Service levels (SLA)

(1) Availability targets, support priorities (P1–P4), RPO/RTO and service credits are set out in Annex C.

(2) SLA service credits are the exclusive remedy for SLA-covered unavailability, to the extent permitted by law.

Article 9 — Data protection (DPA)

(1) For personal data Customer enters into the Tenant:

• Customer is the controller;
• Provider is the processor.

(2) Annex B (DPA) forms an integral part of this Agreement under Article 28 GDPR.

(3) Current sub-processors include Hetzner Online GmbH (European Union / EEA (Hetzner data centres)) and email infrastructure listed in the DPA / Privacy Policy. An updated list is available on request.

(4) The Privacy Policy at https://axoncloud.hr/privacy applies where Provider is controller (website, marketing inquiries, Provider’s own accounts).

Article 10 — Confidentiality

(1) Each Party shall keep the other Party’s confidential information confidential and shall not disclose it except:

• to perform the Agreement;
• to sub-processors under equivalent confidentiality duties;
• when required by law or a competent authority.

(2) Confidentiality lasts for the term of the Agreement and at least 3 (three) years thereafter.

(3) Information that is publicly available without breach of this Agreement is not confidential.

Article 11 — Liability

(1) Provider’s aggregate liability to Customer for damage arising out of or in connection with this Agreement, to the extent permitted by law, is capped at the fees paid by Customer to Provider in the preceding 12 (twelve) months (excluding VAT).

(2) The cap in paragraph 1 does not apply to wilful misconduct or gross negligence.

(3) Provider is not liable for indirect damage, lost profits, Customer decisions based on Service reports, or outages caused by force majeure, ISP/DDoS outside Provider’s reasonable control, Customer error or third-party APIs.

(4) Nothing excludes liability that cannot be excluded under Croatian law.

Article 12 — Force majeure

(1) Neither Party is liable for delay or failure caused by events beyond reasonable control (natural disasters, war, epidemic, major third-party infrastructure outages, embargoes, etc.), provided it promptly notifies the other Party and takes reasonable mitigation steps.

Article 13 — Changes to the Service

(1) Provider may upgrade modules and UI to improve the Service.

(2) Material reduction of contracted scope shall be announced in advance. If the change materially defeats the contracted purpose, Customer may cancel by the end of the then-current billing period.

Article 14 — Governing law and disputes

(1) This Agreement is governed by the law of the Republic of Croatia, with GDPR applying where relevant.

(2) The Parties shall attempt amicable resolution within 30 days of written notice of a dispute.

(3) Failing resolution, the courts of Pula, Croatia have jurisdiction, unless Annex A provides otherwise.

Article 15 — Final provisions

(1) This Agreement together with the Annexes is the entire agreement of the Parties on its subject and supersedes all prior oral or written arrangements on the same subject.

(2) Amendments are valid only if in writing and signed by authorised representatives (including agreed electronic signature).

(3) Customer may assign rights and obligations only with Provider’s prior written consent. Provider may assign to a legal successor with written notice to Customer.

(4) If any provision is invalid or unenforceable, the remaining provisions stay in force. The Parties shall replace the invalid provision with a valid one closest to the commercial purpose.

(5) The Agreement may be signed in two identical counterparts or electronically (qualified / advanced e-signature or agreed scanned signature).

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ANNEXES

Annex	Title	Status
A	Order Form (fees, modules, users, term, start date)	complete and attach
B	Data Processing Agreement (DPA) — https://axoncloud.hr/dpa	integral part
C	Service Level Agreement (SLA) — https://axoncloud.hr/sla	integral part
D	Licence, Security (TOMs) and Privacy — https://axoncloud.hr/license · /security · /privacy	reference / integral

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SIGNATURES

Signed in ______________, on ____________________.

For the Provider

AXON CLOUD, obrt za računalno programiranje, vl. Leonard Fedetov

Name	Leonard Fedetov
Title	Owner
Date	____________________
Signature	____________________

For the Customer

[Customer full legal name]

Name	____________________
Title	____________________
Date	____________________
Signature	____________________
Stamp (if used)	____________________

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AXON Cloud template v1.5 · https://axoncloud.hr/msa · Working commercial draft — lawyer review recommended before signature.