1. DEFINITIONS, CURRENCIES AND OTHER PAYMENT TERMS

1.1. The terms used with capitalized letter have the meaning set forth to them in the Terms of Use unless expressly otherwise specified herein.

1.2. Online Sales means the gross revenue (including tax) received by Customer from the purchases made on the Customer Online Store. No potential or actual refunds shall be deducted from the gross revenue.

1.3. All payments shall be paid in Euros, expect for Customers residing in United States of America or Canada, which are eligible to optionally choose all payments to be paid in USD. In the event Online Sales are in other than the payment currency (EUR or USD), Nosto shall convert said amounts each month into the payment currency based upon the latest foreign exchange reference rates on the day Customer’s bill is created. Nosto adopts the exchange rates from a publicly available source and reserves the right to change the source at any time without a notice. At the moment, Nosto uses the rates published by the European Central Bank and/or Open Exchange Rates (www.openexchangerates.org)

1.4. After the end of each calendar month, Nosto shall charge the accumulated fees for the preceding month from the credit card or Paypal account provided by Customer. A receipt for the charge is emailed to the address provided by the Customer and made available in Customer account at my.nosto.com. If agreed in advance and subject to sole discretion of Nosto, Nosto may invoice the accumulated fees and Customer shall pay to Nosto the full amount shown to be due on the invoice within 14 days from the date of the invoice. Each party shall be responsible for their own banking fees and any costs incurred due to currency conversion (if any).

1.5. Interest shall be payable on any amounts paid later than the date due hereunder in accordance with Finnish Interest Act. In the event of delay in payment, Nosto is entitled to suspend or terminate the Service without prejudice to Nosto’s other rights and remedies.

1.6. Each party agrees to maintain records supporting the collection of revenue and payments made hereunder for a period of 2 years following the date that the collection or payment of the revenue was made. The relevant portion of such records and accounts shall be available for inspection and audit by an independent certified public accountant selected by the auditing party during regular business hours and upon reasonable notice. Any underpayments discovered under the audit shall be paid promptly by Customer together with the auditors’ fees following the receipt of a final report from the auditor.

1.7. The fees are exclusive of VAT and any other governmental taxes and levies.

1.8. Fees are subject to change from time to time upon 30 days’ notice. The change shall not affect the fees for invoicing periods commenced before the effective date of the change. In case of a price change the Customer shall be entitled to terminate the Service to end on the effective date of the price change by notifying Nosto thereof in writing at least 14 days before the effective date of the change.

 

2. PRICING FOR ONSITE PRODUCT RECOMMENDATIONS AND ONSITE POPUPS

2.1. Service is subject to revenue share arrangement based on the Online Sales generated using the Service (“Click and Buy Based Pricing”).

2.2. The table below sets forth the percentage payable to Nosto under Click and Buy Based Pricing when payment currency is USD.

Online Sales Through Nosto Regressive fee payable to Nosto for the Online Sales through the Service Nosto’s fee per month
$0 ->  4.00 %  $0 ->
$13,700 ->  3.50 %  $548 ->
$23,400 ->  3.00 %  $888 ->
$34,400 ->  2.50 %  $1,218 ->
$61,800 ->  2.00 %  $1,903 ->
$116,800 ->  1.50 %  $3,003 ->
$274,900 ->  1.25 %  $5,374 ->
$687,200 ->  1.00 % $10,528 ->

2.3. The table below sets forth the percentage payable to Nosto under Click and Buy Based Pricing when payment currency is EUR.

Online Sales Through Nosto Regressive fee payable to Nosto for the Online Sales through the Service Nosto’s fee per month
0 € ->  4.00 %  0 € ->
13,000 € ->  3.50 %  520 € ->
22,100 € ->  3.00 %  838.50 € ->
32,500 € ->  2.50 %  1,150.50 € ->
58,500 € ->  2.00 %  1,800.50 € ->
110,500 € ->  1.50 %  2,840.50 € ->
260,000 € ->  1.25 %  5,083 € ->
650,000 € ->  1.00 %  9,958 € ->

2.4. For the purposes of the Terms of Use, only Online Sales from “Click and Buy” is counted. Click and Buy means that a customer visiting Customer Online Store clicks an Onsite Product Recommendation or other display generated by the Service on Customer Online Store and then, in the same session, makes a purchase on the Customer Online Store buying the merchandise that was in the display generated by the Service. Click and Buy in Onsite Pop-Ups means that customer clicks to reveal a discount code delivered through the Onsite Pop-ups and then, in the same session, makes a purchase on Customer Online Store. “Same session” means the session starting when a customer clicks a display generated by the Service and ending when customer leaves Customer Online Store.

 

3. PRICING FOR PERSONALIZED EMAILS (TRIGGERED EMAILS AND EMAIL WIDGET)

3.1. Fee for Personalized Emails is 3 % of Online Sales through Personalized Emails features of the Service. Click and Buy in relation to Personalized Emails means that a customer receives an email generated by the Service and through clicking the email content generated by the Service arrives to Customer Online Store. Customer then, within 24 hours from clicking the said email content, makes a purchase on Customer Online Store.

 

4. PRICING FOR FACEBOOK ADS

4.1. Fee for the Service is 3 % of Customer’s Online Sales generated by the Customer through Facebook Ads per Ad account, covering all applicable ad platforms accessed through Facebook ad account (including but not limited to Facebook, Instagram, Audience Network). Ad account means predefined account registered with Nosto and associated with the ad account(s) of the social media in which the Customer intends to use the Service. Revenue generated through Facebook Ads means all revenue generated utilizing Nosto’s Facebook integration including but not limited to use of Product Feed only. A sale is attributed to Nosto if a Customer sees or clicks a product ad generated by Nosto or by utilizing part of the Nosto Service on Facebook and then during the following 24 hours makes a purchase on Customer Online Store.