Terms of sale

Last updated: 2026-10-06
Webup! Inc, 501 Silverside Road, Suite #105, Wilmington, DE 19809, United States · EIN 32-0773811 · [email protected]

§ 1. Who sells this and how to reach us

1. SmartCookie is sold by Webup! Inc, 501 Silverside Road, Suite #105, Wilmington, DE 19809, United States, EIN 32-0773811 (the Seller, “we”).
2. The SmartCookie software is built and operated by Webup! S.C., Staromiejska 6/10d, 40-013 Katowice, Poland, NIP 9542811219 — that entity is also the data controller described in the privacy policy.
3. Contact for everything: [email protected]. We answer within one working day.
4. These terms are published at https://smartcookie.io/terms?lang=en. On request we will send them by e-mail in a form you can save and reproduce.

§ 2. Definitions

1. Service — the SmartCookie consent banner together with the setup, the consent log and ongoing care, in the scope described on smartcookie.io and in these terms.
2. Subscriber — the organisation or person ordering the Service. The Service is addressed to organisations and companies; a consumer may order it, in which case § 12 also applies.
3. Subscriber’s Website — the Subscriber’s website where the banner runs. It covers all domains and subdomains of the same organisation — see § 5.
4. Consent log — the record of visitors’ decisions, kept so that the Subscriber can demonstrate consent as the GDPR requires.
5. Billing period — a month or a year, depending on the chosen plan.

§ 3. What SmartCookie is, and what it is not

1. SmartCookie is software that displays a consent banner, passes consent signals to Consent Mode v2 and writes visitors’ decisions to the consent log.
2. SmartCookie is not legal advice and does not guarantee that the Subscriber’s Website complies with the law. Compliance depends on which scripts run on the site, how they are categorised and what the banner says. The banner is the tool that makes compliance possible — not a finding that it has been achieved.
3. The difference from a typical supplier: we do the setup on the Subscriber’s Website ourselves, in the scope of § 6. That does not change point 2 — after the setup the Subscriber remains responsible for what runs on their site.
4. Material published on smartcookie.io (articles, scan results, guidance) is general in nature. Before acting on anything with legal consequences, consult a lawyer.

§ 4. Conclusion and duration of the contract

1. Orders are placed through the form on smartcookie.io. Payment is handled by Stripe; we never see or store your card number.
2. Accepting these terms and the privacy policy is a condition of placing an order.
3. The contract is concluded when the Seller confirms the order — the confirmation arrives by e-mail.
4. The contract runs for an indefinite period and renews automatically for a further billing period until either party terminates it.
5. The Subscriber may cancel at any time. Cancellation takes effect at the end of the billing period already paid for: on a monthly plan at the end of the current month, on an annual plan at the end of the paid year. Until then the Service runs normally.
6. The Seller may terminate with one month’s notice, or without notice if the Subscriber is in arrears or grossly breaches § 9.

§ 5. How many websites the Service covers

1. The subscription is counted per organisation, not per domain. One subscription covers every domain and subdomain belonging to the Subscriber — we charge nothing extra for a second domain, a campaign site or a blog on a subdomain.
2. A subdomain is not a separate website for the purposes of these terms.
3. The Service is for the Subscriber’s own websites. It may not be resold, shared with third parties or deployed on websites the Subscriber does not control.
4. The Subscriber declares that it has the right to the domains it submits for setup.

§ 6. What we do during the setup

1. We connect the banner to the Subscriber’s Website — through Google Tag Manager or by inserting one snippet of code, whichever is easier.
2. We match the banner to the colours of the site and set the texts and consent categories to the scripts that actually run on it.
3. We sort the scripts into categories and configure Consent Mode v2, then check that no script starts before consent.
4. If the Subscriber chooses setup through Google Tag Manager, the permissions we ask for and what we do with them are described in section 4 of the privacy policy.
5. Setup normally takes 1–2 working days from receiving access, or contact details for someone who can insert the code.
6. Later changes to the banner configuration are included in the subscription. Rebuilding the site, migrating to another CMS and work outside the banner are not.

§ 7. Prices, payment and invoices

1. The prices shown on smartcookie.io are the prices the Subscriber pays. The Seller is established outside the European Union and outside the EU VAT system, so no tax is added to the price.
2. A year costs the same as ten months — paying annually is cheaper than twelve monthly payments.
3. The individual price from a link (an address carrying ?d= in a message from us) is valid for 30 days from the first visit through that link. After that the public list price applies.
4. The price in force when the order is placed does not change for the whole paid billing period. Renewal costs the same — we give at least 30 days’ notice by e-mail before a price change takes effect at renewal, and the Subscriber may cancel before it does.
5. Switching from a tool you have already paid for: if the Subscriber has prepaid consent software elsewhere, the Service is free of charge until that subscription expires. Tell us the date when ordering.
6. Invoices are issued to the organisation and sent by e-mail. On request we send them by post.
7. If payment is late we remind you by e-mail, and once the arrears exceed 14 days we may suspend the Service. Suspension does not delete the consent log — it is kept in line with the privacy policy.

§ 8. Availability and support

1. We work to keep the Service running continuously, but we do not guarantee uninterrupted availability. We announce planned work by e-mail.
2. Requests go to [email protected] and we answer within one working day.
3. The banner runs in the visitor’s browser and does not depend on our panel being reachable at that moment. An outage on our side may, however, delay writing to the consent log.
4. We follow changes in the law and in Google’s requirements and update the banner at no extra charge.

§ 9. The Subscriber’s obligations

1. The Subscriber gives correct order details and updates them when they change.
2. The Subscriber is responsible for whether the consent categories match what the scripts on their site actually do. Changing categories without us is done at the Subscriber’s own risk — particularly marking scripts as “necessary”.
3. After the setup, the Subscriber tells us when new tracking scripts are added; otherwise a new script may start before consent and we will not see it.
4. The Subscriber does not modify the banner code, does not remove its notices and does not attempt to bypass the consent mechanism.

§ 10. Liability

1. We are liable for performing the Service described in these terms. We are not liable for the effects of scripts we did not deploy, nor for changes made to the site by the Subscriber or third parties after our setup.
2. Towards a Subscriber who is not a consumer, our liability is limited to the amount paid for the Service in the 12 months preceding the event and does not cover lost profits. The limitation does not apply to damage caused intentionally.
3. The limitation in point 2 does not apply to consumers — towards them we are liable on general terms.
4. We are not liable for unavailability caused by force majeure or by failures at the suppliers without which the Service cannot run (hosting, Cloudflare, Google, Stripe).

§ 11. Personal data

1. How data is processed is described in the privacy policy, which forms part of the contract.
2. For the visitor data written to the consent log we act as a processor on the Subscriber’s behalf — the Subscriber is the controller of that data. The privacy policy describes its scope and retention; on request we enter into a separate data processing agreement.
3. The Subscriber may ask us at any time to delete the consent log for their domain.

§ 12. Withdrawal and cancellation

1. A consumer may withdraw from the contract within 14 days of concluding it, without giving a reason. A message to [email protected] is enough.
2. If the consumer asked us to start before that period ended and the Service has been set up, they pay for the part performed up to the moment of withdrawal.
3. We refund within 14 days of receiving the statement, by the same route the payment came.
4. A Subscriber who is not a consumer cancels under § 4 point 5.

§ 13. Complaints

1. Complaints go to [email protected] or in writing to the Seller’s address.
2. A complaint should give the sender’s details, the website it concerns and a description of the problem.
3. We answer within 14 days of receiving it.
4. A consumer may use out-of-court dispute resolution, including the EU ODR platform: ec.europa.eu/consumers/odr.

§ 14. Changes to these terms

1. We may change these terms for good reason: a change in the law, a change in the scope of the Service or a change in how payment works.
2. We give at least 14 days’ notice by e-mail before a change takes effect. A Subscriber who does not accept it may cancel before that date.
3. Orders placed before a change takes effect are performed on the previous terms.

§ 15. Governing law and disputes

1. These terms are governed by the law of the State of Delaware, USA, unless mandatory provisions of the consumer’s country of residence say otherwise.
2. These terms exist in English, Dutch and French. In case of discrepancy the English version prevails.
3. Disputes with a Subscriber who is not a consumer are settled by the court with jurisdiction over the Seller’s seat.
4. Matters not covered here are governed by generally applicable law.