GENERAL TERMS AND CONDITIONS

These general terms and conditions (hereinafter, “General Conditions”) along with the additional detailed provisions in the Offer, regulate the provision of the service or services that the company Shopfully GmbH, with head office located in Waldemarstraße 33a, 10999 Berlin, Germany, Tax ID DE269181955 (hereinafter, “Shopfully”), as represented by its pro tempore legal representative, provides to the legal entity specified in the Offer (hereinafter, “Client”) according to the terms and conditions specified hereafter.

Shopfully and the Client shall be jointly referred to as the “Parties” and individually, referred to as the “Party”.

§ 1. Definitions

1. Unless agreed otherwise in this document, the capitalised terms used in the Contract shall have the meaning set forth below:

Additional Services: mean additional or alternative services with respect to the Services purchased by the Client and specified in the Offer and rendered by Shopfully according to the terms and conditions set out in section 8. These Additional Services may include, for instance, push notifications of different kinds, the Hosting Link, and/or other services provided by Shopfully, even through third parties (including Affiliates), as defined and specifically indicated in the Offer.

Advertising campaign: means the term specified in section 4.1 of these General Conditions.

Affiliates: means any entity (including commercial branches) that – directly or indirectly – controls, is controlled by or is under common control with Shopfully and its Affiliates’ subsidiaries, meaning any entity which is directly or indirectly controlled by the Affiliates.

Client: means the term specified in the Preamble.

Confidential information: means, by way of example, but not limited to all information, documents, techniques, guidelines, plans, strategies, tariffs, prices, materials, business strategies, analysis and studies transferred from one Party to the other for purposes of executing this Contract, whether in hardcopy or electronic form. Confidential Information does not include the following: a) information that becomes of public domain due to causes not attributed to the Parties, unless they become of public domain due to a breach of these General Conditions; b) information that the Parties have the obligation to disclose pursuant to law or due to orders by legal authorities; c) information already gained by the Parties who have the burden of proof regarding their previous knowledge; d) information created by the Parties independently, without using the Confidential Information, if it is proven with supporting documents by the Party, when necessary; e) information expressly authorised in writing by one Party to the other to reveal or disclose.

Consideration: means the sum of money that the Client undertakes to pay Shopfully for the Services and Additional Services optioned by the Client according to the terms and conditions set out in the Offer.

Contract: means jointly these General Conditions and the Offer.

Force Majeure: means any act, event, occurrence or omission that goes beyond the reasonable control of Shopfully, the Affiliates or its partners and suppliers involved in the provision of the Services and possible Additional Services, as defined hereafter. By way of example, fortuitous events include the following: strikes, national mourning days, riots, invasions, terrorist threats or attacks, wars, explosions, earthquakes, floods, epidemics or any other natural disasters or malfunction in the terminals or in other communication systems used by the Client.

General Conditions: means the term specified in the Preamble.

Hosting Link: means a link provided by Shopfully for Client to use or to be embedded on its properties to display Client’s digital flyer.

Personal Data: means the term specified in article 4(1) of the General Data Protection Regulation EU 2016/679.

Properties: means the term specified in section 4.1 of these General Conditions.

Services: means the digital reading generation services or impression services regarding advertising flyers of the Client, distributed by Shopfully in different formats (including the Affiliates’ formats), according to the terms and conditions set out in section 8.

Users: means the natural persons that use or visit the Properties, as defined in section 4.1.

2. For other definitions consult the provisions set out in the Offer.
3. The Definitions and Preamble constitute an integral part of these General Conditions.

§ 2. General Conditions, Offers, order of priority

1. These General Conditions and the Offer describe the terms and conditions according to which Shopfully renders the Services or Additional Services to the Client. Detailed provisions regarding the Services or Additional Services are outlined in the Offer agreed by the Parties and signed by the Client.
2. The General Conditions and Offer regulate the relationship between the Parties. The General Conditions also apply to Offers subsequent to the first one and to any and all renewals of Offers as per the following section 3.2 and, except as otherwise stated in these General Conditions, they prevail over any other conflicting provision contained in forms or any other document exchanged and/or used for any reason by the Parties. Even in case of exceptions agreed in writing by the Parties, these General Conditions will continue to apply with reference to the parts not expressly waived. Any general conditions of purchase of the Client will not apply to the relationship between the Parties.
3. In the event of a discrepancy or contrast between the provisions of these General Conditions and the provisions of the Offer, the Offer shall prevail over the General Conditions, unless specified otherwise in these General Conditions.
4. In particular, the Offer includes the Consideration amount, the billing conditions, payment terms of the Consideration, the Service and the Additional Services, if any, and the relevant provision period, as agreed between Shopfully and the Client.

§. 3. Conclusion of the Contract

1. The Contract is considered concluded when Shopfully receives the Offer issued by Shopfully duly filled out in all parts and signed by the Client. The signature by the Client of the Offer implies full acceptance of these General Conditions.
2. The Client may renew, upon Shopfully’s approval, the Offer already provided to Shopfully for a period equal to its duration and for the same Services and Additional Services or sign a new Offer to be issued by Shopfully with new conditions regarding the duration, the Services and Additional Services and the Consideration.

§. 4. Provision of Services and Additional Services

1. The Services and possible Additional Services rendered in relation to specific advertising campaigns of the Client (“Advertising Campaign”) may be provided by Shopfully through the following:
   1. websites owned by Shopfully;
   2. programs and applications for mobile devices (“Applications” or “Apps”) owned by Shopfully;
   3. websites and apps owned by third parties (including Affiliates and Affiliates’ business partner) or as customers of Shopfully or its Affiliates (hereinafter, jointly referred to as “Properties”).
2. The Services are measured based on the Users’ activities carried out inside of the Properties.
3. As far as the Services and Additional Services are concerned, that are specified in the Offer, solely for purposes of facilitating their use by Users, the Client authorises Shopfully and its Affiliates the following at its sole discretion:
   1. to use the trademarks and logos of the Client for descriptive purposes; and
   2. notwithstanding the cases set out in sections 5.2. and 5.3 of these General Conditions, to re-create the contents of the documentation or materials delivered by the Client to Shopfully in part or in whole.

§. 5. Client’s Obligations

1. The Client declares to be aware that for purposes of rendering the Services or Additional Services, it must provide Shopfully the materials and documentation relating to the Advertising Campaign linked to the Services or Additional Services, as detailed in section 8.
2. The Client undertakes to provide Shopfully the materials and documentation regarding the Advertising Campaign within 7 (seven) business days prior to the commencement date of the Advertising Campaign or a different timeline that shall be agreed upon in writing by the Parties. It is agreed between the Parties that the Client shall:
   1. not provide Shopfully materials or documentation whose contents are illegal or that breach provisions of law in compliance with pro–tempore applicable regulation or that infringe or are detrimental to the intellectual and industrial property rights of third parties, or provide images that are not suitable for minors below the age of 18 (eighteen);
   2. provide materials or documentation with accurate, true contents and where applicable include a user license for the images, graphics and data, etc in which the Client remains the sole responsible person, even in case of claims brought by third parties against Shopfully and/or its Affiliates that are based on a breach of section 5.2.
3. In the event of a breach by the Client of the provisions of section 5.2, Shopfully shall reserve the right to terminate the Contract without previous notice, notwithstanding Shopfully’s right to claim compensation for damages, according to the terms and conditions of section 18.1 of these General Conditions.
4. Moreover, the Client undertakes to provide Shopfully any useful information for purposes of providing the Services and Additional Services, in addition to providing Shopfully utmost collaboration to guarantee a timely provision of the Services and Additional Services.
5. The Client indemnifies and holds Shopfully and/or its Affiliates harmless from any liability due to a claim or legal action, including legal expenses, damages and costs that may result from a breach by the Client of this section.

§. 6. Consideration, billing and payment terms and conditions

1. The Client undertakes to pay Shopfully the Consideration according to the conditions, terms and amount specified in the Offer.
2. The amount, billing terms and payment conditions of the Consideration shall be agreed each time between the Client and Shopfully and must be specified in the Offer.
3. Without prejudice to the provisions set out in section 17.1 of these General Conditions, Shopfully reserves the right to terminate the Contract without prior notice according to the terms and conditions of section 18.1 of these General Conditions in case of non-payment or late payment of even just one invoice of the Consideration due by the Client to Shopfully pursuant to the Contract. Shopfully shall have the right to receive the accrued Consideration until the termination of the Contract, as well as the right to request payment of default interests pursuant to sec. 286 et. seq. German Civil Code (Bürgerliches Gesetzbuch, BGB).

§. 7. Non-assignment clause

1. It is forbidden for the Client to transfer this Contract or assign the rights and obligations deriving from the Contract, in part or in whole.
2. Notwithstanding the above, the Client hereby grants its consent so that Shopfully can assign the Contract to third parties or assign part or all the rights and obligations deriving from the Contract.
3. In the event that the Client fails to comply with section 7.1, Shopfully may terminate the Contract without prior notice according to the terms and conditions of section 18.1 of these General Conditions, notwithstanding Shopfully’s right to claim compensation for damages.

§. 8. Methods of providing the Services and Additional Services

1. The Services and Additional Services will be provided as of the date in which the Advertising Campaign starts as specified in the Offer.
2. It is understood between the Parties that Shopfully may start to provide the Services and any Additional Services:
   1. with reference to the Service of generation of digital readings, only if the Client provides the documentation and necessary materials to upload the flyer of Client’s Advertising Campaign according to the terms set out in section 5.2;
   2. with reference to the Additional Services, according to the methods specified in the Offer and/or agreed between Shopfully and the Client from time to time.
3. Within 30 (thirty) days following the date specified in the Offer and without any increase in the Consideration or any other consequence, the Client may request for the Services or Additional Services to be postponed, with respect to the term agreed with Shopfully and indicated in the Offer, for a period of time not longer than 30 (thirty) days following the date indicated in the Offer. The written request about the postponement must be notified by the Client to Shopfully according to the conditions set out in section 19.1 of these General Conditions.
4. It is understood between the Parties that:
   1. additional postponement requests in addition to the first one, or
   2. postponement requests notified after the term of 30 (thirty) days after the date specified in the Offer, or
   3. postponement requests for a period of time exceeding the above maximum period of 30 (thirty) days,

will entitle Shopfully to unilaterally withdraw from the Offer immediately upon simple written communication to be sent to the Client and, notwithstanding the foregoing may be accepted based on the possibility for Shopfully to complete the Services or Additional Services within the respective tax year.

5. The Client accepts and agrees that:
   1. if the Services or Additional Services are not fully provided by Shopfully, at Shopfully’s sole and unfettered discretion, the Client may be able to recover said services in the next Offer;
   2. exceeding the agreed term to provide the Services or Additional Services will not result in any change in the Consideration agreed between the Client and the Shopfully, as specified in the Offer.
6. When the Services or possible Additional Services are completed, Shopfully shall send a full report regarding the provision period of the Services or Additional Services specified in the Offer, containing the following:
   1. with reference to the Service of generation of digital readings, the total number of clicks or the engagement on a case-by-case basis;
   2. with the reference to the Services of generation of impressions, the total number of impressions provided to Users;
   3. with reference to the Additional Service of push notifications, the total number of push notifications provided to Users;
   4. with reference to any Additional Services, what is agreed between Shopfully and the Client and/or what is specified in the Offer.
7. It is understood between the Parties that the reports described in section 8.6 do not contain Personal Data, but only anonymous, aggregate information. In this regard, the Client undertakes not to cross-reference or in any case use the information contained in the reports with other information retained or in any case available to the Client or third parties with the purpose of identifying a natural person, even indirectly.

§. 9. Intellectual Property Rights

1. Notwithstanding the provisions regarding the Services and without prejudice to any different provisions in these General Conditions, the Client acknowledges that Shopfully and/or its Affiliates are the sole owner of the know-how and intellectual and industrial property rights regarding inventions and programs (including source codes, scripts, software, documentation, written programs, studies, etc) and the suchlike prepared, created or developed for the Client pursuant to each Offer, including methods and industrial procedures, notwithstanding the Client’s right to use them according to the terms and conditions set out by law and by the Contract. The same applies to any pre-existing intellectual and industrial property rights of Shopfully that are used in providing the Services and Additional Services. It is agreed between the Parties that the Client shall not copy, modify, sell, assign, sub-license or in any case transfer or create works deriving from any other industrial or intellectual property rights of Shopfully and/or its Affiliates to any third party.
2. The Client grants Shopfully and/or its Affiliates an unlimited, irrevocable, geographically unrestricted, non-exclusive and non-transferable (except to Shopfully’s business partners indicated in letter c) of section 4.1) right to use any materials and/or documentations relating to the Advertising Campaign and the Client’s trademark for the purpose of rendering the Services and Additional Services.

§. 10. Confidential information

1. The Parties undertake to keep strict confidentiality of the contents of the Contract, including any confidential information.
2. The Client acknowledges that Confidential Information may be used only pursuant to the Contract and for providing the Services and Additional Services.
3. The Parties agree that they shall guarantee the observance of the provisions of section 10.1 by their employees and other parties, such as external consultants and in general by those in charge of the activities regarding the Contract and to whom the disclosure of confidential information is extremely necessary.
4. The Client undertakes to comply with the confidentiality obligations set out in this Contract with due diligence and in good faith.
5. The confidentiality obligations here envisaged apply for the entire duration of the Contract and for 3 (three) years after the natural expiration of the Contract that is effective as of the date of receipt by the Client of the report set out in section 8.6 of these General Conditions or after the termination of the Contract for any reason.
6. The confidentiality obligation envisaged in section 10.1 does not apply in case the Client must disclose the Confidential Information by law or due to an order by legal authorities. In these cases, the Client undertakes to notify Shopfully of the obligation of law or order by legal authorities and the Confidential Information whose disclosure is required, without undue delay and in the manner set out in section 19.1. If legally possible, the Client undertakes to object to an order and in any case to disclose only that Confidential Information that is strictly required by law or by an order by legal authorities.
7. If the Client intends to exercise the rights envisaged in section 10.6, the latter must duly and adequately prove that the exceptions set out in said section are actually applicable.
8. It is understood between the Parties that Shopfully and/or its Affiliates may always use the data regarding the use of the Properties by the Users for the purpose of providing its Services and Additional Services to third parties.

§. 11. Guarantees

1. To the maximum extent permitted by the applicable law, Shopfully does not provide any guarantee regarding the suitability and completeness of the Services or Additional Services with respect to a certain purpose or suitability therein to produce a certain result in favour of the Client. Shopfully and/or its Affiliates may not be held liable for any losses or loss of profits by the Client due to the supply of the Services or Additional Services, except for any cases of intent or gross negligence on the part of Shopfully or its agents or assistants in performance, any cases of breach of fundamental contract obligations, as well as culpable damages to life, body or health as well as Shopfully’s liability under the Product Liability Act. In such cases Shopfully is liable according to the provisions of applicable law.
2. To the extent the breach of contract is only slightly negligent, Shopfully’s liability for damages shall be limited to the typically predictable damage.
3. Shopfully does not guarantee the supply of the Services in case of Force Majeure and this applies for the entire duration of the Force Majeure.

§. 12. Exclusion and limit of liability

1. Except for any cases of intent or gross negligence on the part of Shopfully and/or its Affiliates or its agents or assistants in performance, any cases of breach of fundamental contract obligations, as well as culpable damages to life, body or health as well as Shopfully’s liability under the Product Liability Act – in which cases Shopfully is liable according to the provisions of applicable law – Shopfully may not be held liable for any losses, loss of profits, damages suffered by the Client with reference to the supply of the Services or Additional Services or resulting from the marketing or sale of any of the Client’s products related to the supply of the Services or Additional Services by Shopfully and/or its Affiliates. Additionally but under the exceptions stated above, neither Shopfully nor its Affiliate mayt be held liable for any delay in the provision of the Services or Additional Services and for any damages suffered by the Client to the extent that the delay or damages are caused by third parties (including Affiliates and business partners).
2. To the extent the breach of contract is only slightly negligent, Shopfully and/or its Affiliates’ liability shall be limited to the typically predictable damage. The Parties agree that the same limit shall also apply to damages caused in case of non-contractual liability of Shopfully and/or its Affiliates.

§. 13. Indemnification

1. Notwithstanding any mandatory provision of the law, the Client guarantees to indemnify and hold Shopfully and/or its Affiliates, its license holders, employees and collaborators harmless from any claim or legal action, including legal expenses, damages and costs that may arise from the supply of the Services or Additional Services.

§. 14. Representations by the Parties

1. The signatories represent and warrant that they have the necessary legal powers to bind the Party to the Contract.
2. The Client represents and warrants that it will observe all national and foreign laws, applicable to the performed activity.
3. Shopfully represents and warrants that it has all the necessary authorisations required to provide the Services and Additional Services.

§. 15. Client’s liability

1. The Client undertakes not to breach any applicable law during the execution of the Contract.
2. In any case, the Client shall be personally liable for any actions committed in violation of the provisions of the Contract by its employees, consultants or those appointed in any capacity by the Client, including parent companies, subsidiaries or affiliates of the same group of companies of the Client.
3. If a prejudice is suffered by Shopfully due to negligence or in case the Client fails to act with fairness and good faith, the latter undertakes to indemnify and hold Shopfully and/or its Affiliates harmless from any claims for compensation, including legal expenses.
4. It is prohibited for the Client to request the supply of Services for unlawful purposes or activities in breach of laws and third-party rights. If the Client breaches this section, Shopfully shall reserve the right to terminate the Contract upon written communication to be sent according to section 20.1, notwithstanding Shopfully’s right to claim compensation for damages.

§. 16. Amendments to the Contract

1. Shopfully reserves the right to amend these General Conditions at any time at its sole discretion and without any consent needed. Any change will take effect only with the signing of a new Offer, including the amended General Conditions, by the Client.
2. Notwithstanding the above, Shopfully may change the technical characteristics of how the Services or Additional Services are provided as specified in section 8, as long as the Services and Additional Services are delivered to the Client, as envisaged in these General Conditions.

§. 17. Suspension of Service or Additional Services and withdrawal right

1. Shopfully shall have the right to suspend the supply of the Services and Additional Services without any prior notice and without representing a breach or violation of the Contract by Shopfully, in case the Client does not pay the Consideration to Shopfully within the terms and conditions agreed by the Parties in the Offer. Shopfully shall have the right of suspension provided for in this section even if the Client is late or in default of payment of any other amount for any reason due to Shopfully (including but not limited to any other consideration due for a different and previous or other Offer). Shopfully will communicate the suspension of the Services or Additional Services according to section 19.1.
2. Shopfully may terminate the Contract within 15 (fifteen) days after notification of the suspension pursuant to section 17.1. if the Client fails to remedy the breach within the same terms. Shopfully may terminate the Contract by sending a written notice to the Client according to section 20.1.
3. In case of termination pursuant to section 17.2, the Client must pay the Consideration specified in the Offer, notwithstanding Shopfully’s right to claim compensation for greater damage, as well as for default interests to the extent set out in sec. 286 et. seq. German Civil Code (Bürgerliches Gesetzbuch, BGB). The right to demonstrate a lower amount of damage is reserved.
4. Either Party may withdraw from the Contract by sending a notice to the other Party according to section 19.1, with a prior notice of 30 (thirty) days, effective as of the receipt date of notice, after which the withdrawal will take effect.
5. In the event that the Client exercises the right of withdrawal as per section 17.4:
   1. if the Services or Additional Services have not yet started pursuant to the term set out in the Offer, the Client must pay Shopfully 50% of the Consideration agreed in the Offer, as compensation;
   2. if the provision of the Services and Additional Services has already started pursuant to the term agreed in the Offer, the Client must pay Shopfully 75% of the Consideration agreed in the Offer and in relation to the Services and Additional Services not yet provided, as compensation.
6. The right to demonstrate a lower amount of damage is reserved.
7. It is agreed between the Parties that if the Client withdraws from the Contract, the latter must in any case pay Shopfully the Consideration specified in the Offer for the Services or Additional Services already supplied.

§. 18. Termination

1. Without prejudice to other provisions of these General Conditions, Shopfully reserves the right to terminate the Contract upon written notice to the Client according to section 19.1 in case of breach of the obligations set out in sections 5, 6, 7, 8.2, 9, 10 and 15 by the Client, notwithstanding Shopfully’s right to claim compensation for damages. Indeed, any and all breach of said sections is considered a serious, irreparable breach.
2. The provision set out in section 18.1 also applies in cases in which the Client is included in the list of protests, declared insolvent, admitted or subject to an insolvency proceeding.

§. 19. Communications between the Parties

1. Unless provided otherwise, the Parties agree to use registered mail with return receipt, e-mail with proof of receipt (either issued by the addressee’s email server or by way of another email) or any other means that provide confirmation of sending and receipt to the Party being notified, to send the notices/communications set out in sections 5.3, 6.3, 7.3, 15.4, 17 and 18.1.
2. As for the remaining notices to be made pursuant to the Contract, the Parties agree to use the respective email addresses specified in the Offers.

§. 20. Personal data protection

1. The Parties acknowledge to be mutually and duly informed pursuant to pro-tempore applicable laws on personal data protection with respect to possible personal data processing regarding the execution of the Contract and declare that they will process said personal data in compliance with relevant provisions of law.
2. With reference to the personal data processing of the signatories and contract reference people of each Party, Shopfully and the Client shall mutually act as data controllers.
3. The Parties acknowledge that the provision of the Services and Additional Services does not entail any processing by Shopfully on behalf of the Client of Personal Data pertaining to the Client.
4. The Parties acknowledge that the provision of the Services and Additional Services does not entail a joint decision of the methods and essential resources to process personal data of Users and that the Client does not have any influence whatsoever on said decision which shall be exclusively at the discretion of Shopfully.
5. Without prejudice to other provisions of this section 20, the Client declares to be aware of the applicable legislation on cookies and other tracking technologies applicable to the same Client, in particular (but not limited to) of any obligations concerning the acquisition of the previous consent from the users of its web site and properties, being Shopfully not liable for this.
6. The Client declares to have read the Information Statement on Personal Data Processing, enclosed to these General Conditions (Annex 1).

§. 21. Final provisions

1. The Contract does not imply the establishment of any fiduciary or employment relationship, association, de facto company or company of any sort between the Parties. None of the Parties undertake to take on any obligations for the other Party, whether regulatory or contractually by virtue of the Contract or otherwise assume any responsibility for the other Party’s business or activities.
2. The Contract replaces and supersedes any previous understanding between the Parties having as subject matter the Services and Additional Services and constitutes the entire agreement concluded between the Parties on said subject matter.
3. In the event that any of the clauses of this Contract are deemed invalid, in full or in part, this shall not result in the invalidity of the other clauses which shall remain fully effective to the extent permitted by law.
4. A possible waiver or tolerance by a Party at any time or under any circumstance of any provisions, right or remedy set out in the Contract shall not imply the invalidity or waiver of said provision or of other provisions, rights or remedy at any other time or under any other circumstance.
5. The Parties expressly agree that any matters not regulated in this Contract shall be governed by laws in force as of the conclusion date of the Contract, insofar as they are not in conflict.
6. Unless the Parties enter into a specific agreement, the Parties are not allowed to make any public announcements on websites, magazines, online or on social media of any sort about the other Party, about the Contract or Service or possible Additional Services.
7. Shopfully reserves the right to include the name or the trademark or other distinctive mark of the Client in the list of its own clients which may be published on its websites and on other media channels that it considers appropriate.

§. 22. Applicable law and competent court

1. The Contract, rights and obligations of the Parties shall be governed by German law, expressly excluding the application of the Vienna Convention of 1980 on international sale of goods, on rules of applicable laws and any regional law that may be applicable.
2. Shopfully and the Client agree that any disputes regarding the Contract, including those related to its validity, interpretation, execution and termination, shall be submitted to the exclusive decision of the Court of the city of Berlin.

Version 1.2025 effective since 9 December 2025

Annex 1

Privacy notice on the processing of personal data relating to clients in accordance with Arts. 13 and 14 of Regulation (EU) 2016/679

Shopfully GmbH, with registered office at Waldemarstraße 33a, 10999 Berlin, Germany, Tax ID DE269181955 (“Shopfully”), is committed to protecting the privacy of the persons whose personal data is collected (“Client/s”) in the context of the performance of the contract signed with Shopfully (“Contract”) and/or for the purpose of its signing. This document (the “Privacy Notice”) has been provided so that you are able to understand how your Personal Data, as defined below, will be processed by Shopfully.

In general, any information or Personal Data that you provide to Shopfully or that is otherwise collected by Shopfully, in the context of the signing or performance of the Contract, will be processed according to the internationally recognized principles of lawfulness, fairness, transparency, purpose limitation and storage limitation, data minimisation, accuracy, integrity and confidentiality.

1) Data controller and Data Protection Officer

Shopfully, as identified at the top of this Privacy Notice, is the data controller (“Data Controller”) regarding all Personal Data processing carried out under the Contract.

To get in touch with Shopfully’s Data Protection Officer (“DPO”), please contact: dpo-offerista@shopfully.com

2) Personal Data processed

In the context of the Contract, Shopfully will process your Personal Data, which may consist of an identifier such as a name, an identification number or one or more elements of your identity that can make you identified or identifiable (hereinafter only “Personal Data”).

Personal Data which can be processed are as follows:

2.1) Name, contact details and other Personal Data

The Data Controller will process your Personal Data, collected under the Contract and / or for the purpose of the conclusion thereof or by you spontaneously provided by filling our collection forms, which may include, but not limited to, name, surname, mobile phone number, e-mail address and, in general, contact information as contact person in the context of business relationships of the Client.

2.2) Personal Data collected from public sources

The Data Controller will complete and, if necessary, enrich the Personal Data provided by you when signing the Contract with those publicly available at the portal of the national Chamber of Commerce or at the national Register of Companies.

3) Purposes, legal basis, nature of the processing

Shopfully will use your Personal Data for the following purposes:

1. Pre-contractual purposes, such as responding to specific requests or allowing Shopfully to carry out assessments to determine the effective signing of a contract; to proceed to the signing of the Contract, to allow for the use of the related services related to the performance of the Contract; to carry out the activities related to or consequent to the performance of the Contract; to make communications relating to the performance of the Contract, to manage any litigation or prelitigation phase of the contractual relationship (“Performance of the Contract”);
2. Send you marketing communications, promotions and advertising, market research and surveys, by e-mail, text message, by telephone, paper mail, instant messaging, as well as for marketing activities in a broad sense, including promotional operations of products and/or services referable to Shopfully or third parties, provided that you have given your prior consent (“Marketing”);
3. Send you marketing communications via e-mail regarding Shopfully’s products and services similar to those you may have already purchased (“Soft Spam”);
4. To comply with legal obligations that require Shopfully to collect and/or further process certain types of Personal Data (“Compliance”);
5. Preventing or detecting any abuse towards Shopfully, or any fraudulent activity, and thereby enabling Shopfully to protect itself in court (“Prevention and Contrast to Abuse/Fraud”).

The legal bases used by Shopfully to process your Personal Data, according to the purposes indicated in Paragraph 3 above, are as follows:

• Performance of the Contract: the processing for this purpose is necessary for the performance of the Contract with you. It is not mandatory to provide your Personal Data to Shopfully for these purposes, but otherwise you will not be able to enter into the Contract.
• Marketing: the processing for this purpose is based on your consent. It is not mandatory to give your consent to Shopfully for this purpose and you are free to revoke it at any time without any consequence (you will simply no longer receive marketing communications from Shopfully). You can revoke your consent previously given by following the instructions in Paragraph 6 of this Privacy Note.
• Soft Spam: the processing for this purpose is based on Shopfully’s interest in sending you marketing communications via email regarding products and services similar to those you have already purchased from Shopfully. You may stop receiving these communications, without any consequence for you (other than the fact that you will no longer receive further communications of this kind from Shopfully) by following the instructions in Paragraph 6 of this Privacy Note.
• Compliance: Processing for this purpose is necessary for Shopfully in order to fulfil any legal obligations. When you provide Personal Data to Shopfully, it must be processed in accordance with applicable law, which may involve storing and disclosing it to the Authorities for accounting, tax or other obligations.
• Prevention and Contrast to Abuse/Fraud: the information collected for this purpose will be used exclusively to prevent and/or detect any fraudulent activity or abuse and, therefore, to allow Shopfully to uphold its rights in court.

4) Retention of personal data

Personal Data processed for the purpose of Performance of the Contract will be kept by Shopfully for the time strictly necessary for that purpose. In any case, as such Personal Data is processed under the Contract, Shopfully may retain it for a longer period, in particular as may be necessary to protect Shopfully ’s interests from claims relating to the Contract.

Personal Data processed for Marketing purposes will be kept by Shopfully until you revoke your consent. Once the consent has been revoked, Shopfully will no longer use your Personal Data for these purposes, but may still retain it, in particular as may be necessary in order to protect Shopfully’s interests from possible complaints based on such processing.

The Personal Data processed for the purpose of Soft Spam will be kept by Shopfully until you oppose such processing through the link at the bottom of each of the Soft Spam e-mails or until the contractual relationship ends.

Personal Data processed for Compliance purposes will be kept by Shopfully for the period provided for by specific legal obligations or applicable legislation.

Personal Data processed for the purpose of Prevention and Contrast to Abuse/Fraud will be kept by Shopfully for the time strictly necessary for the above purpose and therefore until Shopfully is required to keep it for the purposes of legal protection, or to disclose it to the competent Authorities.

5) Recipients of Personal Data

Your Personal Data may be shared with the parties listed below (the “Recipients”):

• Shopfully’s Affiliates;
• entities which typically act as data processors, i.e.: i) persons, companies or professional firms
• that provide assistance and advice to Shopfully in accounting, administrative, legal, tax, financial and debt collection matters relating to the Contract;
• entities with whom it is necessary to interact with for the performance or execution of the Contract (e.g., hosting providers or platform providers for sending e-mails);
• entities appointed to carry out technical maintenance activities (including maintenance of network equipment and electronic communication networks);
• persons authorized by Shopfully to process the Personal Data necessary to carry out activities strictly related to the performance or execution of the Contract, who have committed themselves to confidentiality or have an appropriate legal obligation of confidentiality (e.g., employees of Shopfully);
• public entities, bodies or authorities to whom it is mandatory to disclose your Personal Data for purposes of Compliance, Prevention and Contrast to Abuse/Fraud, or by order of the authorities.

Further information is available by contacting Shopfully’s DPO at the following e-mail address: dpo-offerista@shopfully.com

6) Client’s rights

You have the right to request the Data Controller, at any time, to access your Personal Data, rectify or delete them. You also have the right to request the limitation of the processing in the cases provided for by art. 18 of the GDPR, and to obtain in a structured, commonly used machine-readable format, the Personal Data that you have provided, in the cases provided for by art. 20 of the GDPR, for the processing activities related to Performance of the Contract and Marketing. You can object to the processing activity related to Prevention and Contrast to Abuse/Fraud on grounds relating to your particular situation, in which case Shopfully will continue to process your Personal Data if it has compelling legitimate grounds for the processing which override the interests, rights and freedoms of the data subject or for the establishment, exercise or defence of legal claims.

Requests may be addressed in writing to the Data Controller at the following address: dpo-offerista@shopfully.com

Shopfully will use different communication channels through which you can be contacted for Marketing purposes (i.e., telephone, text message, email, paper mail).You can revoke your consent to Marketing sent by e-mail and stop receiving Soft Spam using the appropriate link at the bottom of each e-mail received.You can exercise your rights by writing to Shopfully at the following address: dpo-offerista@shopfully.com. In any case, you always have the right to lodge a complaint with the competent Supervisory Authority if you believe that the processing of your Personal Data is contrary to the legislation in force. You can locate the competent Supervisory Authority at the following URL: https://www.edpb.europa.eu/about-edpb/about-edpb/members_en.

7) Transfer of Personal Data

Some Data Subjects’ Personal Data are shared with recipients which may be located outside of the European Economic Area. Shopfully ensures that the processing of your Personal Data by the recipients is carried out in compliance with applicable legislation. Indeed, transfers are carried out by means of appropriate safeguards, such as adequacy decisions, standard contractual clauses approved by the European Commission, or other legal instruments.Further information is available by contacting Shopfully’s DPO at the following address: dpo-offerista@shopfully.com

8) Modifications

Shopfully reserves the right to modify or simply update its content, in part or completely, also due to changes in the applicable legislation. Shopfully will inform you of such changes as soon as they are introduced and they will be binding as soon as they are made known to you. Shopfully therefore invites you to pay attention to all the communications that will be made to take cognizance of the most recent and updated version of the Privacy Note, in order to be always updated on the data collected and on the use that Shopfully makes of it.

9) Effective date

This Privacy Notice, in its updated version, has been in force since December 2025.