Enterprise Terms (B2B) — FizzUp

1. Scope and contract structure

These Terms govern use of FizzUp by organisations purchasing licences for their employees, contractors or other authorised adult users.

A B2B agreement may consist of:

1. an Order Form;
2. these Enterprise Terms;
3. the DPA — only for processing where FizzUp acts as the Customer's processor;
4. a Security/TOM Annex where agreed;
5. the public provider registry;
6. the Acceptable Use Policy and AI Transparency Notice.

In case of conflict, the order of precedence is: Order Form → DPA for data within its scope → Enterprise Terms → other policies. No document may grant the Customer access to the Private Coaching Layer without an explicit individual user action and a lawful basis.

2. Definitions

Customer — the organisation purchasing FizzUp seats.

Organisation Admin — a person authorised by the Customer to manage the organisation, seats and billing.

Seat — a right for one named user at a time to use the paid plan.

User — an adult who independently activated a FizzUp account.

Private Coaching Layer — the user's individual conversations, transcripts, memory, goals, errors, results, plans, recommendations and detailed learning history.

Organisation Administration Data — data needed for invitations, seat assignment, activation, organisation security and licence billing.

Customer Materials — documents, examples, scenarios or other materials supplied by the Customer for use within its organisation.

3. Purchase and billing

3.1 Seat-based model

The Customer buys a defined number of seats. An Organisation Admin may assign, revoke and reassign seats. A seat is not a user account and does not transfer the prior user's data.

3.2 Sales channel

B2B is sold directly through the FizzUp website/admin panel or under an Order Form. Web card payments are processed by Stripe. End users do not provide a personal card to use an organisation-funded seat.

3.3 Billing period

Unless the Order Form states otherwise, monthly and annual periods may be available. The subscription automatically renews for the same period until the Customer cancels in the billing panel or in accordance with the Order Form.

3.4 Increasing and reducing seats

The Customer may add seats during a billing period. Additional seats may be charged pro rata for the remaining period or as disclosed before the change is confirmed.

Seat reductions generally take effect from the next billing period unless the Order Form provides otherwise.

3.5 Prices and taxes

The price, currency, seat count, discounts, taxes and special terms are stated in the Order Form or checkout. Invoices are issued to the Customer.

3.6 No consumer withdrawal right

B2B Terms apply to transactions entered into by an organisation for business purposes. Consumer withdrawal rights do not apply unless mandatory law provides otherwise in a specific case.

4. User invitation and activation

The Customer may provide a person's name/account label and work email for invitation. An invitation alone does not create a full Private Coaching Layer.

The User independently activates the account, accepts the Terms (thereby declaring they are 18+) and receives privacy/AI information. The Organisation Admin cannot perform these actions on the User's behalf.

5. What an Organisation Admin may see

An Organisation Admin sees, by name, only data needed to manage purchased seats:

• the invited user's name/account label and work email;
• role and department in the organisation;
• invitation status (with invitation date) and account activation (with activation date);
• membership and seat-assignment status;
• whether the user has completed onboarding;
• the title and date of a certificate, if the Customer issued one.

The Organisation Admin does not see, by name, the number or duration of sessions, the last-active date or minutes used.

The Customer establishes an appropriate legal basis and gives users the required notice about this visibility before account activation. Licence-utilisation data must not be used as the sole basis for a decision concerning employment, pay, promotion, performance evaluation or termination.

The Organisation Admin does not receive the number, duration or content of individual sessions, exercise content, completion results, CEFR level, errors, saved phrases, recommendations or other data that could be used to evaluate an individual's competence or work performance.

6. Privacy Firewall — what the Customer does not receive

The Customer, sponsor, manager and Organisation Admin do not receive access to individual:

• conversations, transcripts or raw recordings;
• language errors and speech examples;
• educational scoring, level, progress or recommendations;
• goals and learning plans;
• coaching memory;
• detailed session history;
• individual exercise responses;
• inferences about traits, emotional state or other user characteristics.

FizzUp does not provide the Customer with tools to rank users based on private coaching data.

7. Organisation reporting

The Customer may receive programme-level reports such as:

• purchased and active seat counts;
• activation rates;
• aggregated activity and module utilisation;
• total or average usage trends;
• aggregated progress trends or training topics.

Activity, progress or outcome data are reported only for groups of at least 10 active participants. Departments with fewer than 3 people are merged into “other”, and the department breakdown is hidden if subtraction would reveal a group smaller than 10. Reports cover completed weeks or months only.

Reports do not contain raw quotes from private conversations or individual user comments.

8. Seat reassignment

An Admin may revoke a seat from one person and assign it to another. The new user receives a separate account. No history, memory, transcripts or results from the prior user are transferred.

9. Seat loss, leaving the company and account continuity

After a seat is removed:

• Customer-funded access ends;
• the account is disconnected from the organisation;
• the Customer loses access to the user's administration view except minimal records needed for billing/audit;
• private user history is not transferred to the Customer;
• FizzUp keeps the private account independently of the former organisation so the user can join another organisation or, if available, B2C or Family; private data are subject to the periods in the Privacy Policy (comparison-task recordings up to 7 days, transcripts 90 days by default, other data until the user deletes them); FizzUp does not currently delete inactive accounts automatically;
• the user may delete the account earlier.

During this period, FizzUp may allow the user to replace a work email with a private email after appropriate verification.

10. Data-protection roles

The parties apply a mixed model and distinguish two scopes:

10.1 Processor scope

For Organisation Administration Data and Customer Materials processed solely on the Customer's documented instructions, the Customer may be controller and FizzUp processor. This scope is governed by the DPA.

10.2 Independent-controller scope

For the Private Coaching Layer, FizzUp is an independent controller and determines the purposes and essential means needed to provide the individual user service. The Customer DPA does not cover this layer and does not give the Customer authority to issue instructions concerning private user content.

11. Customer Materials

The Customer may supply materials to create organisation-specific training scenarios. The Customer represents that it has the right to provide those materials and instruct FizzUp on their use.

Customer Materials are separated from user private data to the extent appropriate to the service architecture. At contract end they are returned or deleted in accordance with the Order Form/DPA and technical retention rules.

12. No training on Customer or user data

FizzUp does not use the Private Coaching Layer or confidential Customer Materials to train general AI models.

Anonymous or effectively aggregated data may be used to improve FizzUp teaching methodology, exercise effectiveness and product performance, provided they cannot be used to reconstruct the Customer or a specific User.

13. Confidentiality

Each party protects the other party's confidential information using at least the same care it applies to its own similar information and no less than reasonable care. Disclosure is limited to personnel and contractors who need access to perform the agreement and are subject to appropriate confidentiality duties.

14. Security

FizzUp maintains technical and organisational measures appropriate to risk, including access controls, encrypted transport, tenant separation, security logging, backups, vulnerability management and incident-response procedures.

Detailed TOMs may be attached to an Order Form or DPA.

15. Availability, maintenance and SLA

FizzUp aims for high service availability, but unless an Order Form expressly includes an SLA, no separate guaranteed SLA or service credits apply.

Planned maintenance may temporarily affect service. Where feasible, material planned downtime is communicated in advance.

16. Intellectual property

FizzUp retains rights in the product, code, methodology, orchestration logic, interface and general materials. The Customer retains rights in its Customer Materials.

The Customer receives a non-exclusive, non-transferable right to use FizzUp for the purchased seats during the agreement term.

17. B2B liability

Unless the Order Form states otherwise, each party's aggregate liability under the agreement is capped at the fees paid or payable by the Customer to FizzUp for the 12 months preceding the event giving rise to liability.

The cap does not apply where liability cannot lawfully be limited, including intentional misconduct, death/personal injury where exclusion is prohibited, and other cases required by mandatory law.

To the extent permitted by law, neither party is liable for lost profits or indirect/consequential loss unless the Order Form expressly provides otherwise.

18. Term, cancellation and termination

The Customer may cancel automatic renewal through the billing panel or as stated in the Order Form; cancellation takes effect at the end of the paid period unless agreed otherwise.

Either party may terminate for material breach if the breach is not cured within 14 days after written notice, where the breach is curable. Immediate suspension or termination is permitted for serious security risk, fraud or a legal obligation.

19. Effect of termination

After termination:

• Customer-funded access ends;
• seats expire/return as applicable;
• Organisation Administration Data and Customer Materials are returned or deleted under the DPA and agreed retention;
• Users' Private Coaching Layer is not disclosed to the Customer and remains governed by the user-account rules and the applicable retention policy after seat loss.

20. Governing law and disputes

Unless the Order Form states otherwise, Polish law governs. B2B disputes are subject to the court competent for the registered office of DB 77 CUW Sp. z o.o., unless mandatory law or the Order Form provides otherwise.

The Polish version of these Enterprise Terms controls in the event of a discrepancy with the English translation unless the Order Form expressly provides otherwise.

21. Contact

Commercial/support: support@fizzup.ai.

Privacy: privacy@fizzup.ai.