TERMS AND CONDITIONS

SmileSync KFT (Brand: Smatch)

Last Updated: 17 February 2026

1. Overview

By accessing the Smatch platform ("Website"), you agree to the following terms with SmileSync KFT ("Company", "we", "our", "us").

We may amend this Agreement and any linked information from time to time by posting amended terms on the Website. Continued use of the Website constitutes acceptance of the updated terms.

The Website is an online venue where Users may access services, collaborate, and conduct transactions. Registration is required to access certain features. We facilitate connections but are not a party to agreements between Users unless explicitly stated.

We reserve the right to modify the Website or its services without notice. We do not guarantee that information on the Website is current or error-free.

Marketplace only – no employment. SmileSync KFT does not employ, supervise, or act as employer for any service provider using the Platform. Users agree that no employment, partnership, joint venture, or agency relationship is created between: (a) Users interacting via the Platform; or (b) SmileSync KFT and any User.

2. Scope

Before using the Website, you must read this entire Agreement, the Code of Conduct, Privacy Policy, and all linked policies.

By accepting this Agreement, you agree that it applies whenever you use the Website or related tools. Additional terms may apply to specific services and will be provided at the time of use.

3. Eligibility

You may not use the Website if you:

• Are unable to form legally binding contracts under applicable law;
• Are under the age of 16;
• Are barred from receiving services under Hungarian, EU, or other applicable laws;
• Have been suspended or terminated from the Website;
• Do not possess a valid email address.

All accounts are personal and non-transferable. Login credentials must not be shared. The account holder is responsible for all activity under their account.

Users may associate a business name with their Account; however, this Agreement remains a contract with the individual User, who retains sole responsibility for all account activity.

Corporate entities may register for eligible corporate accounts subject to subscription terms.

We reserve the right to refuse registration to any person or entity at our discretion.

You may not transfer or assign rights or obligations under this Agreement without our prior written consent.

4. Using Smatch

While using the Website, you agree not to:

• Post content in inappropriate categories or violate our policies;
• Infringe any laws, third-party rights, or the Code of Conduct;
• Fail to deliver payment for services received or services purchased from you;
• Circumvent fee structures, billing processes, or fees owed to SmileSync KFT;
• Post false, misleading, defamatory, offensive, or infringing content;
• Manipulate feedback, reputation, or rating systems;
• Transfer your Account or Username without consent;
• Distribute spam, unsolicited communications, chain letters, or pyramid schemes;
• Distribute malware, viruses, or harmful code;
• Scrape, frame, mirror, or incorporate Website content without authorization;
• Attempt to reverse engineer, decompile, or modify our software;
• Copy, modify, or distribute our copyrighted content or trademarks;
• Harvest User information without consent;
• Use the Platform to facilitate unauthorized money exchange or cryptocurrency transactions.

Buyer obligations – classification (EU/Hungary). If a Buyer engages a Seller providing services outside Hungary, the Buyer warrants the Seller is either: (a) an independent contractor governed by applicable foreign law; or (b) employed by a compliant Employer-of-Record service. Buyer indemnifies SmileSync KFT against employment-related claims arising under Hungarian or EU law.

Seller obligations – contractor status. Each Seller represents they: (a) operate an independent business with required licenses; (b) are responsible for their own tax, social security, and labor law compliance; and (c) will not assert employment claims against any Buyer or SmileSync KFT.

5. Intellectual Property Rights Infringement

It is our policy to respond to valid notices of alleged intellectual property infringement. If you believe your rights have been violated, notify us via office@smatch.cloud or through our designated reporting channel, and we will investigate in accordance with applicable law and our Copyright Policy.

6. Fees and Services

We charge fees for certain services (e.g., project commissions, memberships, upgrades). Fees are displayed in [EUR/HUF/USD] and may be updated on our Fees and Charges page. Promotional pricing may apply temporarily.

Promotional Programs (e.g., 0% Commission, Referrals, Credits):

• Promotions are subject to specific conditions posted at the time of offer.
• Eligibility may require identity verification, profile completion, or prior work evidence.
• SmileSync KFT reserves the right to modify, cap, suspend, or cancel promotions at any time, including for fraud prevention, risk management, or legal compliance.
• Site credits are non-transferable, non-refundable for cash, and may expire per promotional terms.
• Abuse of promotions may result in account suspension, credit reversal, or recovery of fees.

All other terms of this Agreement and our Fees and Charges policy continue to apply.

7. Taxes

You are responsible for all taxes applicable to your use of the Platform, including VAT, GST, or other value-added taxes.

SmileSync KFT will collect and remit VAT where required under Hungarian or EU law. Fees displayed may be exclusive of applicable taxes.

You acknowledge your obligation to comply with income tax and reporting requirements in your jurisdiction.

8. Payment Administration Agent

You acknowledge that SmileSync KFT may appoint affiliates or third-party payment processors to accept or disburse payments on our behalf.

Such agents may include affiliated entities within the SmileSync group or licensed payment service providers operating within the EU/EEA.

If your payment is processed through a designated EU payment agent, that entity may act as merchant of record under this Agreement.

Third-party agents exercise rights under this Agreement as our authorized representatives. SmileSync KFT is not liable for losses resulting from an agent's negligence or acts beyond authorized scope.

9. Promotion

We may display your business name, logo, or profile content in Smatch marketing materials, unless you explicitly opt out in writing.

You acknowledge that public project descriptions and profile information may be used for promotional purposes.

10. Content

You retain ownership of content you upload ("User Content"). By submitting content, you grant SmileSync KFT a non-exclusive, sublicensable, royalty-free, worldwide license to use, reproduce, display, distribute, and adapt such content solely for operating, promoting, and improving the Platform.

We act as a forum for content distribution. We reserve the right (but not the obligation) to review, approve, modify, or remove User Content at our discretion.

You represent and warranted that your content:

• Does not infringe third-party intellectual property, privacy, or publicity rights;
• Complies with all applicable laws and regulations;
• Is not defamatory, obscene, illegal, or harmful;
• Does not contain malware, false information, or prohibited materials (e.g., weapons-related content, terrorist material);
• Will not interfere with Platform security or functionality.

You acknowledge that personal data may be transferred to affiliated entities or service providers within or outside the EU/EEA, in compliance with GDPR. Withdrawal of consent may limit Platform access.

Information on the Website is for general purposes only and does not constitute professional advice.

We provide access to third-party content (e.g., reviews, articles) as a portal only and disclaim liability for such content.

Links to external websites are provided for convenience; we do not endorse or control third-party sites.

Deletion of content via the Platform does not guarantee permanent erasure; data may be retained for legal, regulatory, or operational purposes.

11. Feedback, Reputation and Reviews

Feedback, ratings, and reviews you submit become the property of SmileSync KFT. You grant us an irrevocable license to use, display, and modify such feedback within the Platform ecosystem.

You may not export, replicate, or use feedback data outside the Smatch Platform without prior written consent.

Actions that undermine the integrity of our reputation system (e.g., fake reviews, feedback manipulation) may result in account suspension or termination.

12. Advertising

Unless expressly authorized, you may not advertise external products, services, or websites on the Platform.

We may display advertisements on the Website. You acknowledge that we are not liable for losses arising from third-party ads or subsequent dealings.

Advertisement content is protected by intellectual property laws; unauthorized modification or distribution is prohibited.

13. Communication With Other Users

Communication between Users must occur through Smatch-provided channels (messaging, chat, project boards).

Posting personal contact information (email, phone, Skype, etc.) in public areas is prohibited, except where explicitly permitted (e.g., private project coordination after agreement).

Circumventing Platform communication to conduct off-platform transactions may result in penalties, including fees equivalent to 30% of the project value or account suspension.

Video/audio communications via the Platform may be recorded for quality, training, and compliance purposes, in accordance with applicable privacy laws.

We reserve the right to monitor communications and files uploaded to the Platform for fraud prevention, risk management, and regulatory compliance.

14. Identity / Know Your Customer

You authorize SmileSync KFT to verify your identity through reasonable inquiries, including requests for:

• Date of birth, government-issued ID, or proof of address;
• Confirmation of email or payment method ownership;
• Third-party database verification or video identification.

Failure to complete verification may result in account restrictions, including withdrawal limitations.

We reserve the right to update your profile details to match verified identity documentation. Disbursements will only be made to beneficiaries matching verified identity information.

Unverified accounts may face transaction or withdrawal limits. See our Identity Verification Policy for details.

15. User Services

Upon acceptance of a project or service offer via the Platform, Buyer and Seller enter into a binding User Contract governed by this Agreement, the Code of Conduct, and project-specific terms.

You are solely responsible for fulfilling your obligations to other Users. SmileSync KFT is not a party to User Contracts and does not enforce private agreements.

Users acknowledge that the relationship between Buyers and Sellers is that of independent contractors. Nothing in this Agreement creates employment, partnership, or agency relationships.

Users consent to recording of audio/video calls conducted via Platform tools for quality assurance, in compliance with GDPR and applicable privacy laws.

Employment-law exclusion. User Contracts are contracts for services with independent contractors. Provisions implying employment (e.g., fixed hours, supervision, exclusivity) are void unless expressly agreed in writing and compliant with local law.

16. Special Provisions for Location-Based Services

For location-specific services ("Local Services"):

• SmileSync KFT does not verify licenses, credentials, or capabilities of Users offering local services;
• We provide matchmaking only; Users assume all risks related to service delivery;
• Location data (GPS, IP, Wi-Fi) may be collected and shared to facilitate local service matching, with User consent;
• Personal details (address, phone) must not be posted publicly in project descriptions;
• Upon service completion, Sellers must mark the project as "Complete" via the Platform;
• Our fees apply to the awarded service amount; additional costs between Buyer and Seller are their sole responsibility.

17. Funds

Funds in your Account represent unsecured obligations of SmileSync KFT, held in operational accounts (not segregated or insured).

You are not entitled to interest on Account funds. Any interest earned on commingled funds belongs to SmileSync KFT.

If your Account has a negative balance, we may:

• Offset against future credits;
• Convert and offset across currencies at our exchange rate;
• Reverse payments or deduct owed amounts;
• Suspend or limit account access until balance is resolved.

We reserve the right to collect owed funds via legal means.

Important disclosures:

• SmileSync KFT is not a bank or licensed financial institution;
• Account funds are not deposits, not insured, and not guaranteed;
• Refunds are issued only to the original payment source;
• Funds may be commingled with other Users' funds and corporate funds, but we remain obligated to disburse per your instructions under this Agreement.

18. Limits & Fraud Prevention

We reserve the right to suspend withdrawals or limit funds if:

• Fraud, chargeback risk, or suspicious activity is detected;
• The payment beneficiary appears unrelated to the account holder;
• Transactions involve restricted jurisdictions;
• Required by law or law enforcement.

In disputes, we may temporarily hold funds pending resolution. If resolved in your favor, funds are released; if not, funds may be disbursed to the prevailing party.

19. Refunds

You may request a refund for prepaid funds, excluding: (a) milestone payments under dispute; or (b) fees already incurred.

Refund requests are processed to the original payment method. We may issue refunds proactively if required by law, to prevent disputes, correct errors, or address fraud.

Chargeback agreement: By using milestone payments, you agree to resolve disputes via our internal process and not initiate chargebacks. If you initiate a chargeback, you consent to us sharing Agreement-related information to defend the dispute.

Excessive refund requests or chargebacks may result in account limitation or closure.

20. Withdrawals

• First withdrawal may be delayed up to 15 days for security verification.
• Subsequent withdrawals may be delayed per fraud prevention policies.
• Minimum/maximum withdrawal limits apply (see Fees and Charges).
• Identity verification may be required before withdrawals are enabled.

We may request additional information to comply with anti-fraud and KYC obligations.

21. Chargebacks

Chargebacks are initiated by payment issuers, not SmileSync KFT. We are bound to comply with issuer instructions.

You agree that we may recover chargeback amounts, fees, and related costs from your Account or future earnings.

If you initiate a chargeback, you consent to us sharing Agreement and transaction data to contest the dispute.

22. Non-Circumvention and Off-Platform Engagement

Non-Circumvention Period: For 24 months from first introduction via the Platform, you agree not to engage a User for services outside Smatch without complying with this clause.

Off-Platform Requests: During the Non-Circumvention Period, you may request off-platform engagement. If approved, a Conversion Fee applies to compensate Smatch for facilitation.

Conversion Fee Calculation: The greater of:

• Applicable marketplace fees (e.g., up to 30% of projected annual compensation or a fixed penalty), or
• 13% of 2,080 hours multiplied by the Seller's applicable hourly rate (higher of listed rate or most recent paid rate).

After Non-Circumvention Period: Off-platform engagement is permitted without fee.

No Employment Relationship: This clause does not create employment relationships. It ensures fair compensation for Platform value.

Enforcement: Violations may result in account suspension, termination, and legal action to recover fees and damages.

23. Inactive Accounts

Accounts inactive for [6] months may incur a monthly maintenance fee for hosting, storage, and administrative costs (see Fees and Charges).

We reserve the right to close inactive accounts or accounts with nil/negative balances.

24. Right to Refuse Service

We may suspend, limit, or close your Account at our discretion, including for:

• Breach of this Agreement;
• Fee avoidance or under-bidding to renegotiate privately;
• Intellectual property infringement;
• Fraudulent or illegal activity;
• Failure to complete identity verification;
• Sanctions or banking restrictions;
• Risk of employment classification under applicable law;
• Risk management or other legitimate reasons.

If closed for breach, you remain liable for owed fees and costs (including investigation and legal fees).

Liquidated damages: You acknowledge that breaches may cause substantial, hard-to-quantify damages. A pre-estimated fine of up to €3,000 per breach may apply, recoverable from your Account, without limiting our right to pursue additional remedies.

If closed for reasons other than breach, you are entitled to undisputed funds.

Account closure does not create claims against SmileSync KFT.

25. Milestone Payments

SmileSync KFT does not operate a regulated escrow service. "Milestone Payments" are a controlled payment facilitation feature.

Upon Buyer approval, funds are locked and released to Seller when:

• Both parties agree to release;
• Dispute resolution concludes in Seller's favor;
• Buyer instructs release for completed work; or
• Buyer acknowledges satisfactory completion.

If no instruction or dispute is received within 6 months (or reasonable period) and Buyer is inactive, funds may be returned to Buyer.

26. Requirements for EU Users and Payment Facilitation

For Users in jurisdictions with regulated payment/escrow laws, SmileSync KFT may partner with licensed third-party payment facilitators to comply with local requirements.

Where applicable:

• Transactions may be facilitated through a licensed EU payment agent;
• Users authorize sharing of necessary information for KYC/AML compliance;
• Supported currencies and conversion rates are displayed; currency conversion is at User's risk;
• Release conditions follow mutually agreed instructions, dispute outcomes, or legal requirements.

27. Milestone Dispute Resolution Services

For disputes involving Milestone Payments, SmileSync KFT offers a Dispute Resolution Service.

You acknowledge:

• We do not provide legal advice;
• Participation is voluntary but binding if elected;
• We act as a reasonable facilitator, not a judicial body;
• You indemnify us against liabilities arising from dispute resolution outcomes.

Disputes are resolved per our Milestone Disputes Policy, with documentation reviewed at our discretion.

28. Other Disputes With Users

For non-milestone disputes:

• Attempt direct resolution first;
• Contact support if unresolved;
• SmileSync KFT may facilitate resolution with absolute discretion;
• You indemnify us against claims arising from our determinations or submitted materials.

The Code of Conduct applies; violations during disputes may result in automatic loss of the dispute and disciplinary action.

Employment-related disputes: Resolved exclusively in courts/tribunals of the jurisdiction specified in the User Contract or Seller's EoR provider.

29. Disputes With Us

First, contact us via office@smatch.cloud or support portal to resolve concerns.

If unresolved, SmileSync KFT may elect binding, non-appearance-based arbitration via an EU-recognized ADR provider.

• Arbitration may be conducted via telephone, online, or written submissions;
• No personal appearance required unless mutually agreed;
• Awards may be entered in any competent court.

Claims must be brought individually; class actions are waived.

Improperly filed claims may result in recovery of our legal costs.

Bankruptcy/insolvency proceedings: We may recover enforcement costs.

Failure to act on a breach does not waive future enforcement rights.

30. Currencies

Displayed currency conversions are indicative; the originating currency amount is binding.

Currency withdrawal/conversion services may be offered at quoted rates, with fees embedded. Conversions are final and irreversible.

You bear all risks of currency fluctuation. Speculative trading via the Platform is prohibited.

Currency information is general; use is at your own risk. SmileSync KFT is not a financial services provider.

31. Contests & Competitions

Buyers may promote contests via the Platform by submitting a brief and prize.

• Buyers are solely responsible for contest legality and compliance;
• Entries must comply with the brief and not infringe IP rights;
• Contest types: (a) Prepaid – prize released to winner(s) or returned after 30 days if no winner; (b) Guaranteed – prize distributed to participants if no winner selected;
• After prize award, a "Contest Handover" transfers winning entry rights to Buyer;
• Buyers have no rights to non-winning entries;
• Collusion, duplicate accounts, or off-platform entry solicitation is prohibited.

32. Survival and Release

If any provision is unenforceable, it is severed; the remainder remains effective.

Failure to enforce a provision is not a waiver.

We may assign rights/obligations under this Agreement.

You release SmileSync KFT from claims arising from User-to-User disputes or third-party interactions.

EU residents: Statutory consumer rights that cannot be waived remain applicable.

33. Access and Interference

You agree not to:

• Use automated tools (scrapers, bots) to access the Website/API without permission;
• Impose unreasonable load on our infrastructure;
• Interfere with, damage, or disrupt Platform systems;
• Copy, reproduce, or distribute Website content without authorization;
• Bypass access restrictions or security measures.

34. Closing Your Account

You may close your Account via Account Settings, subject to:

• No active listings or projects;
• Resolution of suspensions or restrictions;
• Payment of outstanding fees.

We may retain personal data as required by law (e.g., tax, GDPR). Account closure does not delete all historical data.

35. Privacy

We process personal data per our Privacy Policy and GDPR.

Your name and details may appear on invoices, project documents, and communications between transacting parties.

Objection to data processing may limit or terminate service access.

36. Indemnity

You indemnify SmileSync KFT (and affiliates, officers, employees) against claims, damages, or costs arising from:

• Your breach of this Agreement;
• Your infringement of laws or third-party rights;
• Claims that a Seller was an employee/agent of SmileSync KFT or a Buyer;
• Employment-related claims under applicable law.

We may offset Account funds against liabilities you owe us.

37. Security

Notify us immediately of unauthorized access or security breaches.

You are solely responsible for password security. We are not liable for losses from compromised credentials due to your negligence.

38. No Warranty as to User Identity

We do not guarantee User identity, credentials, or background. Any verification scores, location data, or checks are based on User-submitted information and provided for convenience only—not as endorsements.

39. No Warranty as to Content

The Platform is provided "as is," "as available," without warranties of any kind.

We disclaim warranties regarding:

• Accuracy, reliability, or timeliness of content or services;
• Uninterrupted, secure, or error-free operation;
• Fitness for a particular purpose or non-infringement;
• Business continuity, data backup, or third-party guarantees.

To the extent permitted by EU/Hungarian law, implied warranties are excluded.

40. Limitation of Liability

To the maximum extent permitted by applicable law, SmileSync KFT and affiliates are not liable for:

• Indirect, incidental, consequential, or special damages;
• Loss of income, profits, business, or data;
• Claims arising from User transactions via the Platform.

These limitations apply regardless of whether we were advised of potential damages.

Non-excludable rights: Nothing limits liability for death/personal injury from negligence, fraud, or statutory consumer rights under Hungarian/EU law.

Where liability cannot be excluded, our remedy is limited to re-supply of services or cost of re-supply, at our discretion.

41. Legal Limitations

Where exclusions are not permitted, liability is limited to the fullest extent allowed by law.

This Agreement may be pleaded in bar to claims arising from transactions or use of the Platform.

Claims must be brought individually; class/representative actions are waived. Arbitrators may not consolidate claims or award relief affecting other Users.

42. Notices

Legal notices to you will be sent to your registered email or postal address. Email notices are deemed received 24 hours after sending (unless undeliverable). Postal notices are deemed received 3 days after mailing.

Notices to SmileSync KFT must be sent via registered post to:

43. Governing Law and Jurisdiction

This Agreement is governed by the laws of Hungary, with regard for applicable EU regulations.

We encourage mediation or online dispute resolution for conflicts.

If unresolved, disputes are subject to the non-exclusive jurisdiction of the courts of Szeged, Hungary, unless mandatory consumer protection laws in your EU residence require otherwise.

For payment processing via EU agents, UK or other local laws may apply to payment-specific disputes.

44. Severability

If any provision is held invalid, it is severed; remaining provisions remain enforceable.

We may assign this Agreement to affiliates or successors in connection with mergers, acquisitions, or asset transfers. You remain bound by the Agreement.

45. Interpretation

Headings are for convenience only and do not affect interpretation.

46. No Waiver

Failure to enforce a provision is not a waiver of future enforcement.

Nothing excludes liability for fraud or fraudulent misrepresentation.

47. Communications

You consent to receive notices electronically. Withdrawal of consent may result in service suspension or account closure.

48. Additional Terms & Policies

The following policies are incorporated by reference and form part of this Agreement:

• Privacy Policy (GDPR-compliant)
• Code of Conduct
• Dispute Resolution Policy
• Identity Verification Policy
• Copyright Infringement Policy
• API Terms
• Subscription Terms
• Fees and Charges

Policies may be updated; changes are effective upon posting. Users are responsible for reviewing applicable policies.

49. General

Entire Agreement: This document, with incorporated policies, constitutes the entire agreement between you and SmileSync KFT regarding the Platform.

Survival: Sections on Fees, Content, Warranties, Liability, Indemnity, Disputes, Governing Law, and General provisions survive termination.

Contact for Legal Notices:

50. Abuse of Platform & Enforcement

SmileSync KFT reserves all rights to limit, suspend, or terminate services or accounts, remove content, and take technical/legal action against abuse, including for:

• Illegitimate or non-bona-fide use;
• Creating legal liabilities or user conflicts;
• Intellectual property infringement;
• Violating the spirit or letter of policies;
• Abusing staff or programs;
• Using the Platform for objectionable purposes.

Remedies are cumulative and without limiting other rights under law.

Feedback & Support

For questions, reports, or support regarding this Agreement, contact us:

📧 office@smatch.cloud

📍 6726 Szeged, Szent-Györgyi Albert utca 2, Hungary

🌐 Smatch Platform – SmileSync KFT