GENERAL TERMS AND CONDITIONS
Effective Date: March 1, 2023
Last Amendment: July 7, 2023
These general terms and conditions (hereinafter referred to as "Agreement" or "GTC") regulate the detailed rules of the legal relationship between the company:
• Company Name: eCommerce Unique Solutions B.V
• Headquarters: Neringstraat-West 3, 5401GB Uden, Netherlands
• VAT Number: NL862450524B01
• Email: hello@heliosai.eu, info@eus-software.com (hereinafter referred to as "Service Provider")
These terms apply to the online invoicing program and online enterprise resource planning system (hereinafter referred to as "Basic Service") accessible through the website www.heliosai.eu (hereinafter referred to as "Website") and related services (hereinafter referred to as "Additional Services"), the Invoice Information Service provided by the Service Provider (hereinafter referred to as "Invoice Information Service"), and services provided by third-party providers integrated into the Basic Service (hereinafter referred to as "Integrated Services") collectively referred to as "Service," detailing the legal relationship between users (hereinafter referred to as "User") and businesses represented by the User (hereinafter referred to as "Business"). As this Agreement contains legally binding provisions, please read the following carefully!
OBJECTIVE AND PERSONAL SCOPE OF GTC
1.1. The purpose of these GTC is to comprehensively regulate the legal relationship arising from the use of the Service between the Service Provider and the User, as well as the businesses represented by them, the conditions for using the Service, the rights and obligations of Users and Businesses, and their responsibilities, including other essential matters concerning the Service.
1.2. The provisions of these GTC generally apply to Users with account holder privileges, i.e., those who have created the user account and have full privileges regarding the registered Business. However, certain provisions of the GTC also apply to Users with the following privileges:
a) Accountant (read-only) – limited to read-only access. Can view invoices, run queries, request lists and data exports to the accounting system. b) Accountant (can invoice) – In addition to the read-only access, can initiate subscription and subscription package modifications, create and cancel invoices, send invoice notifications and payment reminders. c) Auditor – can download and print invoices in bulk, view incoming invoices, query and download VAT lists, VAT analytics, conduct turnover queries, and other data requests related to Business accounting. d) Invoicer – In addition to accountant rights, can create, cancel, modify master data and account settings, as well as send invoice notifications and payment reminders. e) Operator – Similar to Invoicer rights, can also initiate queries, lists, and general ledger data exports. f) Administrator – Full privileges, including regulating access (users). Can invite new Users, modify individual User access, and revoke access rights. g) Account Holder – Beyond the rights included in the Administrator role, can perform additional, broader account operations. Details of the privileges of specific Users and their comparison can be found here.
APPLICABLE LAWS AND REGULATIONS REGARDING THE SERVICE AND OTHER REFERENCES
2.1. The following legal regulations apply to these GTC, the legal relationship established based on them, the Service Provider, and the Service:
• Directive 2006/112/EC of the Council on the common system of value-added tax (Article 138.1).
• Regulation (EU) 910/2014 of the European Parliament and of the Council on electronic identification and trust services for electronic transactions in the internal market and repealing Directive 1999/93/EC (eIDAS Regulation). USAGE OF THE SERVICE
3.1. Utilization of the Service
The use of the Service is subject to the registration of a user account or an invoicing account (Business) and, in certain cases detailed below, payment of fees.
3.2. User Account Registration
3.2.1. During user registration, the User must provide their first and last name, email address, and a password meeting the current requirements specified by the Service Provider for logging into the user account. Additionally, the User is required to accept the provisions of this GTC and the Service Provider's Privacy Policy (for more information, see point 10.2), without which the registration into the Service is not possible. By providing the email address, the User declares that they have full control over the email address provided during user account registration. Given that the Service Provider has no means of verifying this circumstance, the Service Provider assumes no responsibility for any damages that may arise from it.
3.2.2. In addition to the above, the User has the option to register using their Facebook or Google account. In this case, the Service Provider automatically retrieves the User's name and email address from the external service account used for registration, to which the User expressly consents.
3.2.3. For account security, the Service Provider recommends that the User's password, beyond the above, be at least 8 characters long, not too generic (e.g., asdf1234), not identical to the email address provided during registration, and additionally, the Service Provider suggests including lowercase and uppercase letters, numbers, and special characters (e.g., !; ?; +) in the password.
3.2.4. The User is responsible for storing the email address and password required for logging into the user account and, simultaneously, the invoicing account in a manner that prevents unauthorized access. The User must promptly notify the Service Provider and change their password in the user account section if they detect unauthorized access to the user or the invoicing account of the User or the Company represented by them.
3.2.5. By registering, the User grants permission to the Service Provider to duplicate certain data uploaded by the User into the Service for the secure operation of the Service and to modify the uploaded or otherwise provided data to the extent necessary for the provision of the Service and to align the data format with the Service Provider's system.
3.2.6. By registering, the User acknowledges that, for the purpose of improving the quality of the Service, the Service Provider may retain certain data even after the deletion of the User's account in a way that cannot be traced back to the User or the company on whose behalf the User registered and used the Service.
3.2.7. The User is responsible for the authenticity, accuracy, and the right to dispose of the data provided during user account registration.
3.2.8. The User is obliged to promptly inform the Service Provider of any changes to the data provided during user account registration in a way that the User modifies the changed data in the user account. The User is responsible for any disadvantages resulting from the failure to record the changes and cannot make any claims against the Service Provider in this regard.
3.3. Invoicing Account (Business) Registration
3.3.1. According to the relevant legislation, the Service can only be used by taxpayers according to the VAT Act. Therefore, for the registration of an invoicing account associated with a specific Business, it is necessary for the User to register a Business that exists, is registered in the company register, individual entrepreneurs' register, or other register corresponding to the business form, and the registered business must have a valid tax number. If the legislation does not require registration, only the presence of a valid tax number is a registration condition.
3.3.2. After the user account registration according to point 3.2, to use the Service, the User must create an invoicing account for the Business they represent, i.e., register a Business (company; individual entrepreneur; tax-registered individual; other organization) or, if the User does not have the Account Owner authorization, connect to an already registered Business or its invoicing account according to the provisions of point 3.4.
3.3.3. If the User registers a new Business or a new invoicing account for an already registered Business, it is mandatory to provide the form of the Business, its name, tax number, registered address, and email address. If the User provides the tax number or name of the Business, the Service automatically fills in the additional data from the external business database based on the authentic company register, which the User can modify during the registration process. During the Business registration, the User can optionally provide additional information, but the provision of these data is not a condition for the registration of the invoicing account and can be provided later.
3.3.4. After invoicing account registration, the Service Provider sends a confirmation to the email address provided by the User, informing them about the details of the registration.
3.3.5. The User must immediately notify the Service Provider of any changes in the invoicing account (Business) registration data by modifying the data in the invoicing account settings. The User is responsible for any consequences arising from the failure to record the changes. If the User completed the account registration according to point 3.2 but is not entitled to register a Business or its invoicing account, and only wishes to exercise one of the rights specified in point 1.2 under a)-e) concerning a specific Business according to point 3.4, connecting to a registered Business's invoicing account is necessary.
3.4.Connecting to the Business or its billing account requires providing the business tax number or name. After this, the User can send a request to the Business Account Manager, who is authorized to approve the connection and assign the appropriate permissions to the User.
3.5. Account Settings
3.5.1. The Service Provider informs the User that during the registration process, only the most essential and necessary data for the User or the represented business's registration is requested. To ensure the Service functions according to the characteristics of the User's business, additional (such as tax and financial) data may be required. It is the User's obligation to provide and set these data accurately, and the Service Provider is not responsible for any consequences arising from the omission or incorrect recording of this information.
3.6. Demo and Test Billing Account
3.6.1. The Service Provider allows the User to try certain features of the Basic Service through a demo account without registration or through a test account after user and billing account registration.
3.6.2. In the demo account, as no separate closed user account is created for the User, they can test the Basic Service simultaneously with other users. Due to this, as other users testing the demo account can see the data provided by the User, the Service Provider recommends not entering real (especially personal) data during testing. However, the data created in the demo account is permanently and irreversibly deleted at the end of the day.
3.6.3. The User can exit the demo account by clicking on the exit icon on the Dashboard. If the User logs into the demo account again on the same day, the data provided in the demo account is still accessible until the end of the day.
3.6.4. To try the test account, the User needs to register a user account and billing account according to the provisions of points 3.2. and 3.3. above.
3.6.5. The Service Provider draws the User's attention to the fact that due to their nature, invoices and other documents issued through the demo or test accounts are not actually issued to the designated business as a partner. Therefore, these modes are not suitable for conducting real economic activities and fulfilling related legal obligations.
3.7. Subscription
3.7.1. The use of the basic functions of the Service, beyond registration according to points 3.2. and 3.3., is not tied to additional conditions such as payment. However, in this case, the User cannot access certain functions of the Service. After the registration according to points 3.2. and 3.3., the Service Provider automatically provides the Basic Service in the free 30-day trial subscription package for the User or the business represented by them.
3.7.2. To access certain functions of the Service that require payment, the User needs to subscribe. The User can subscribe to the paid functions of the Service in their user account. Regardless of the above, certain functions may incur additional fees beyond the subscription, especially for Integrated Services, where the User may initiate subscriptions or payments through the Integrated Service.
3.7.3. The User can find information about the various subscription packages on the Website under the "Packages and Prices" menu. The User can initiate the subscription by clicking the "Join" button under the subscription package containing the services they wish to use.
3.7.4. After clicking on the link to initiate subscription modification, the User can select the desired (modified) subscription package on the surface that appears. This includes whether to extend their current package with the elapsed duration of the previous subscription period, switch to a lower or higher package.
3.7.5. On the surface for selecting payment method and subscription time, the User can choose the duration of the subscription request, which can be a monthly, quarterly, semi-annual, or annual billing cycle, along with the payment method by marking the circle next to the corresponding time or payment method. Afterward, the User can select by clicking the link to initiate payment.
3.7.6. Following this, a summary surface appears where the User can review their order details. The User can modify individual order details by returning to the respective surfaces by clicking the link in the lower-left corner of the surfaces.
3.7.7. After checking the order details on the summary surface, the User can order the selected subscription package by clicking the "Finalize Order" link, which constitutes a contractual offer with payment obligations.
3.7.8. Detailed information about the subscription packages, their prices, and payment methods can be found in Chapter 7 of these Terms and Conditions.
3.8. Additional Conditions (Establishing a Data Connection with the Tax Authority - NAV)
3.8.1. In order for the User to effectively use the Basic Service, it is necessary for the billing account to be connected to the tax authority's online invoice system, establishing the mandatory data connection required by regulations for invoice data provision. The User can accomplish this after following the steps outlined in section 3.3.4 or at any time before issuing the first invoice, by taking the steps indicated in the "NAV Data Connection" card among user integrations. Without this connection, the documents issued by the User will not be transmitted to the online system of the tax authority (NAV).
4. Service Content
4.1. General Provisions
4.1.1. The Service Provider offers the services defined in this GTC with content specified in this GTC, other documentation related to the service, and on the Website. It is the responsibility of the User to familiarize themselves with all documentation related to the Service.
4.1.2. The Service Provider continuously develops the functions of the Service, and they may expand or cease. In case of the former, the Service Provider notifies the User in advance through email and/or posting on the Website, emphasizing that such changes do not constitute an amendment to this GTC.
4.1.3. The content of the Service and the functions available within the Service may depend on the User's subscription package and the rights defined in section 1.2. of this GTC.
4.1.4. The Service Provider draws the User's attention to the fact that information, suggestions, or findings published on the Website or on other pages operated in connection with the Service for the benefit of the Service Provider are excluded from liability regarding their accuracy and validity. Such information, conclusions, or findings, automatically generated in reports, do not, under any circumstances, constitute the opinion of the Service Provider, as they are deductions and factual statements derived from User data, and as such, they do not provide legal or tax advice.
4.1.6. The Service Provider reserves the right to provide the Service with individual terms and content for certain Users based on its unique decision. However, the Service Provider is not obliged to do so, and the User cannot demand it. Similarly, the User cannot demand that the Service Provider provides a service not specified in this GTC or other documentation related to the Service.
4.2. Online Invoicing Service (Basic Service)
4.2.1. Through the Basic Service, the Service Provider enables the User to issue invoices (hereinafter collectively referred to as "Invoice") on behalf of the represented Company that comply with the formal and substantive requirements prescribed by relevant legislation. The Service Provider also ensures the storage of the issued Invoices as per section 4.2.13 of this GTC, and their retrieval as per section 4.2.10 of this GTC.
4.2.2. The Basic Service comes with functions detailed in the accompanying User Manual and the Service's Knowledge Base. The Service Provider ensures the availability of the functions of the Basic Service that are included in the User's subscribed or ordered package.
4.2.3. The Service Provider emphasizes that through the Basic Service, it only provides a framework for issuing Invoices that comply with legal requirements. It is the User's responsibility to provide the content of the Invoices (buyer, item description, tax rate, etc.), and the Service Provider is not obliged to provide assistance in this regard. Consequently, the Service Provider fully excludes its responsibility for the content of the Invoice.
4.2.4. The Service Provider allows the issuance of the following types of Invoices:
• Invoice
• Proforma Invoice
• Advance Invoice
• Final Invoice (based on a Proforma or Advance Invoice)
• Document falling under the same category as an Invoice – Credit Note
• Delivery Note
The types of Invoices that can be issued in each subscription package may vary, and detailed information can be found on the Website under the "Packages and Prices" menu.
4.2.5. The Basic Service allows for the online creation of Invoices, which, however, are considered equivalent to paper-based Invoices. Additionally, electronic Invoices can be issued.
4.2.6. For the authenticity of online, computer-generated Invoices, it is necessary for the User to print them. In contrast, electronic Invoices retain their authenticity only in electronic form.
4.2.7. Within the Basic Service, the User has the option to send the issued Invoices to their partners via email, to one or more email addresses at the same time.
4.2.8. As part of data retrieval, the Service Provider ensures that the User can retrieve the Invoices issued through the Basic Service at any time, as long as the User has an active subscription with the Service Provider or as long as the represented Company has active billing accounts. The User can view the content and image of the Invoice and download (repeatedly) the Invoices.
4.2.9. Within the Basic Service, the Service Provider ensures compliance with legal requirements for content and data structure in data reporting to the state tax authority regarding Invoices issued through the Basic Service. This obligation applies to the extent that the User has established the data connection as per the provisions of section 3.6.1.
4.2.10. Regarding the retention of Invoices, the Service Provider commits to keeping them for up to 13 years from the date of issuance but not beyond the day when the User or the represented Company's active billing accounts cease to exist. However, as long as the User has an active registration or the represented Company has active billing accounts, the Invoices are retained.
4.2.11. In the event of termination or deletion of the registration or billing account for any reason not attributable to the Service Provider, the Service Provider no longer stores the Invoices issued in its system, and the retention period mentioned in section 4.2.10 is not applicable upon the termination of the legal relationship. Considering the above and since, according to relevant regulations, the obligation to retain Invoices rests with the issuer, and since the Service Provider, by the commitment in section 4.2.10, does not assume the legal obligation and responsibility for retention, it remains the User's responsibility to save the Invoices issued through the Basic Service before the termination of registration or deletion of the billing account. The Service Provider explicitly draws the User's attention to this before the registration or billing account is deleted.
4.3. Additional Services
4.3.1. The Service Provider offers the following Additional Services related to the Basic Service.
4.3.2. The use of Additional Services is not subject to a separate registration; the User can access them through their user account on the Website, following the guidelines published on the Website.
4.3.3. The availability of Additional Services may be subject to the specific subscription package related to the Basic Service and may require an additional fee beyond the subscription package fee. Users can learn about Additional Services included in subscription packages on the Website under the "Packages and Prices" menu, and the associated fees are detailed in Annex 1 of this GTC.
4.3.4. Integrated Payment Service
4.3.4.1. The Service Provider allows Users to fulfill their payment obligations from their customers, clients based on Invoices issued through the Service via online card payment.
4.3.4.2. The following online card payment service providers can be used with the Service:
• Stripe Inc. (Address: 354 Oyster Point Blvd South San Francisco, CA 94080 United States), website: https://stripe.com
4.3.4.3. The provisions stated in section 4.3.3 regarding the use of online card payment services apply.
4.3.4.4. The Service Provider is not responsible in any way for the services provided by the payment service providers mentioned in section 4.3.4.2. It forwards any user questions, requests, complaints to the payment service provider for response or informs the User about the contact details of the payment service provider.
4.3.4.5. The content and detailed terms of payment services are published by the Service Provider on the Website. The provisions of this GTC apply to payment services – in the absence of specific conditions – appropriately.
4.3.6.1. In the case of delegated invoicing, the User can issue invoices on behalf of another User's represented Company, provided that the other Company has authorized the User to do so. In this regard, the Service Provider recommends entering into a written contract between the User, the Company represented by them, and the contracting company.
4.3.6.2. Self-billing is a specific case of delegated invoicing when the User, on behalf of their represented Company's supplier, issues an Invoice to themselves, i.e., to the represented Company. In this case as well, the Service Provider recommends entering into a written contract.
4.5. Integrated Services
4.5.1. In addition to the Basic Service and Additional Service, the Service Provider offers Integrated Services built on them but operated by third-party service providers. These services are based on the Basic Service and the data connection established with the Service Provider's system, complementing it or providing additional features.
4.5.2. Integrated Services are mostly accessible through the Service Provider's system, and they provide information to the User within the Service Provider's system without the User having to enter or switch to the user interface of the Integrated Service.
4.5.3. The terms and conditions of the third parties providing Integrated Services apply to Integrated Services. However, the essential and mandatory provisions related to these services are also contained in inseparable appendices of this GTC. In the absence of specific terms, the terms defined in this GTC and its appendices apply, and any discrepancies between the appendices related to Integrated Services and this GTC are governed by the appendices.
4.5.4. The Service Provider provides the following Integrated Services to Users and the Companies they represent:
5.1. Despite the Service Provider's aim to ensure constant User access to the Service, it cannot guarantee this. By registering and using the Service, the User acknowledges that there may be cases where they cannot access their account and use the Service. The Service Provider informs the User promptly about such cases, if possible. However, the Service Provider is not responsible for the occurrence of such cases, even if it results in data loss or any damage to the User.
5.2. The Service Provider does not take responsibility and does not guarantee that the Service meets the User's needs, is continuous, or error-free. Despite the Service Provider's best efforts to ensure these conditions, the User is not entitled to make any claims against the Service Provider.
5.3. The Service Provider continuously improves and develops the Service for the benefit of the User. It may introduce new features at any time, limit, suspend, or even terminate them. If the User decides to discontinue using the Service, they are free to do so at their discretion. However, in such cases, the User cannot make any claims against the Service Provider, including not being entitled to a refund of the Service fee. This also applies when the Service Provider, at its discretion, restricts, suspends, or terminates the Service.
5.4. In addition to the above, the Service Provider performs regular system maintenance of the IT systems serving the Service. The Service Provider informs the User about such maintenance on the Website. The Service Provider does its best to carry out maintenance at times that least disrupt the User's use of the Service (e.g., during holidays or nighttime). However, the Service Provider is not responsible for the unavailability of the Service during these maintenance periods.
5.5. The Service Provider informs the User that, following at least two notifications within 30 days, the Service Provider is entitled to delete user accounts that have not had a billing account registration within at least one year after the user account registration, or whose associated billing accounts have been terminated for at least one year. The Service Provider is also entitled to delete user accounts and their associated billing accounts where no activity has occurred for at least one year or where the billing accounts have been blocked due to non-payment according to the provisions of section 7.7 and remain unsettled for at least six months after the blocking.
USE OF THE SERVICE
6.1. The User is obligated to use the Service in accordance with European Union regulations, and the use of it may only take place for their own benefit and in connection with their economic activities. An exception to this obligation is the delegated invoicing (third-party authorization and self-billing) according to Article 153 and 154 of the VAT Directive 2010/45/EU, as well as the case when the User, excluding the Account Holder, uses the Service with any entitlement according to Section 1.2 of this GTC.
6.2. Any Service specified in this T&C or its annexes can only be accessed after logging into the user account. In some cases, such as Supplementary or Integrated Services, accessing the specific Service may require separate entry or transition to the user account enabling the use of that Service, which is often possible through the Service Provider's system.
6.3. The User is responsible for the authenticity and accuracy of the data provided during the use of the Service.
6.4. The User acknowledges that they can use the Service only in accordance with the authorization level specified in Section 1.2, and certain functions of the Service may not be available or may be limited to them. The distribution and management of authorizations are the responsibility of the Account Owner, and the Service Provider is not responsible for the consequences arising from incorrectly assigned authorization levels.
6.5. By accepting the terms of this Agreement, the User also agrees that if the Service Provider observes that the User is not using the Service properly, is in violation of the law, or is using it in a manner contrary to the conditions specified in this T&C, the Service Provider may restrict or terminate the User's access without prior notice or explanation. Additionally, the Service Provider may permanently delete the User's data.
6.6. The hardware environment necessary for operating the Service is provided by the Service Provider. However, it is the User's responsibility to ensure the availability of appropriate devices and conditions to access this environment. The User may access and use the Service only on a device they own or over which they have full control, and that runs an operating system compatible with the Service. The User is responsible for ensuring that their device is compatible and meets all required technical specifications to access and use the Service.
6.7. The User acknowledges that, for the purpose of improving the quality of the Service, the Service Provider may retain certain data even after the deletion of the User's account in a way that cannot be traced back to the User or the represented Business.
6.8. The User acknowledges that if their registration is terminated for any reason, the Service Provider is not able to provide a refund for the corresponding period's fee.
7. PRICING, PAYMENT TERMS
7.1. General Provisions
7.1.1. By accepting the terms of this Agreement, the User acknowledges that, in the case of subscribing to certain features of the Service as per the provisions of Section 3.4, the User or the represented Enterprise incurs an obligation to pay fees. This does not apply to the free 30-day trial subscription, although the Service Provider may still charge certain fees in accordance with the provisions of Section 7.1.4.
7.1.2. The subscription fees for the Service, as well as any other fees related to the use of the Service, are generally indicated in euros, and the Service Provider clearly informs the User that the fees are subject to value-added tax. The Service Provider is not obligated to refund value-added tax under any circumstances.
7.1.3. The fees of individual subscription packages include all costs related to using the Service on the side of the Service Provider, but do not cover costs incurred on the side of the User or the represented Enterprise (e.g., internet service fees, power consumption costs of the User's device used to access the Service, etc.).
7.1.4. The fees for Additional Services are included in the subscription packages; however, in certain cases, the Service Provider may charge additional fees related to the use of these services based on usage, frequency, quantity, or other methods. The amount of the charged fee may also depend on the User's subscription package.
7.1.5. The fees for Integrated Services are not included in the subscription package prices, and the User is required to pay additional fees for using them in the manner specified in this GTC or its appendices, or, in some cases, to a designated person.
7.1.6. In the event of any incorrect fees being displayed due to any reason (e.g., system error), the Service Provider is not obliged to provide the Service at the erroneous price. Instead, the Service Provider may offer the User the option to proceed with the correct and actual pricing. If the User does not choose to withdraw, the Service Provider will handle the User's paid fees in accordance with the provisions of Section 16.10. A fee is considered incorrect if it involves, but is not limited to:
• an obviously erroneous or unrealistic amount significantly deviating from the generally accepted price of the Service;
• a "0" EUR or "1" EUR fee appearing due to a system error;
• any other amount showing apparent disproportion. The Service Provider disclaims responsibility for data entry errors, incorrect, etc., pricing resulting from errors to the fullest extent permitted by law.
7.1.7. The Service Provider reserves the right to change prices at its discretion. The User also acknowledges that service fees may change if any state authority or agency imposes any tax, duty, or similar charge on the Service, or, for example, raises the value-added tax rate.
7.1.8. The Service Provider may, at its discretion, decide to provide discounts on subscription fees generally, for specific user groups, for a specified period, or for a specific User; however, it is not obligated to do so, and the User cannot demand it. If a discount is applied, the Service Provider always specifies the original and discounted prices, as well as the percentage of the applied discount. The Service Provider may revoke the discount at any time.
7.1.9. Under no circumstances is the Service Provider obligated to refund the User for the subscription fee or any part thereof, except for errors or mistakes attributable to the Service Provider, in accordance with the provisions of Section 16.10.
7.2. Subscription Packages
7.2.1. The Service Provider offers the Service in various subscription packages.
7.2.2. The Service Provider publishes information on the "Packages and Prices" section of the Website for informational purposes only.
7.2.3. Currently, the Service is available in the following subscription packages:
• Free 30-day trial
• Start
• Pro
• VIP
7.2.4. With the exception of the free 30-day trial package, which is free to use, for all subscription packages listed in Section 7.2.3, the User can choose between monthly and annual subscriptions. Opting for an annual subscription provides the User with a discounted rate according to the current Fee Schedule. Regarding the discount, the Service Provider reserves the right to withdraw the discount at any time in accordance with the provisions of Section 7.1.8.
7.2.5. Each subscription package allows the use of the Service with different features and entitlements. A detailed description of the features included in each subscription package is published by the Service Provider on the Website under the "Packages and Prices" menu. Depending on the package type, Users may have different rights to use Additional or Integrated Services, and if entitled, they may use them—also depending on the subscription package type—subject to additional fees.
7.2.6. In addition to the above in Section 7.2.5, the Service Provider may charge fees based on usage, volume, or other criteria related to the use of certain features. The fees for such features are not included in the subscription package fees and are specified in the Fee Schedule.
7.3. Payment
7.3.1. The User may fulfill the subscription fee for the Service, as per the packages indicated in Section 7.2.3, or the frequency specified in Section 7.2.4, and any other payment obligations through credit card payment, bank transfer, or via payment service provider to the Service Provider.
7.3.2. Stripe Inc. (Address: 354 Oyster Point Blvd South San Francisco, CA 94080 United States) handles credit card payments (Website: https://stripe.com/en-hu). The terms of use of Stripe apply to payments made through the aforementioned systems, and the User is obliged to familiarize themselves with these conditions.
7.3.5. In the case of choosing bank transfer as the payment method, the User must fulfill their payment obligation by transferring the subscription fee to the bank account provided by the Service Provider within 7 days of selecting the payment method. The User is required to include the order number specified by the Service Provider in the transfer description. In addition to the above, if the bank that manages the accounts of the Enterprise represented by the User allows the receipt of payment requests, the User can settle their payment obligation via bank transfer by authorizing the Service Provider to send the payment request. Afterward, the User can approve the transfer in their online or mobile banking account. The Service Provider informs the User that the additional features available in the chosen subscription package become accessible after marking the fee for transfer. However, if the User does not settle the relevant fees within the aforementioned 7-day period, the Service Provider will lock the billing account until the fee is paid.
7.4. Subscription Duration, Renewal, Change of Subscription Package and Subscription Period, Termination, and Cancellation of Subscription
7.4.1. Subscription Duration, Renewal
7.4.1.1. The subscription under the free 30-day trial package, being non-subject to payment, is valid indefinitely and ends with the User's deletion of the billing account.
7.4.1.2. For subscription packages incurring payment obligations, in accordance with the provisions of Section 7.2.4, the subscription is created for a fixed period of one (1) or twelve (12) months, depending on the User's choice.
7.4.1.3. After the expiration of the fixed period, the subscription automatically renews unless the User, through the "Cancel My Subscription" function, signals their intention not to extend the subscription (and thus the automatic renewal) before the end of the subscription period or, in the case of an extension, within the period detailed in Section 7.7.1. If the User does not wish to extend the subscription with payment obligations, they must notify this through the "Cancel My Subscription" function, available after logging into the billing account by clicking on the "My Subscription Package" link.
7.4.2. Downgrade to a Lower Subscription Package
7.4.2.1. The User can express their intention to switch to a lower or the free 30-day trial subscription package to the Service Provider at any time; however, the package change takes effect at the end of the current subscription period, before the beginning of the next subscription period, or during the period detailed in Section 7.7.1.
7.4.2.2. The Service Provider may, at its discretion, decide to allow downgrading to a lower package before the end of the subscription period, under certain conditions, without amending this GTC. However, the Service Provider is not obligated to do so.
7.4.3. Upgrade to a Higher Subscription Package
7.4.3.1. The User may decide to upgrade to a higher package at any time during the subscription period, which can be done in the user account. In case of upgrading to a higher package, the Service Provider will proportionally calculate the subscription fee paid by the User according to the higher package's fees, and the User must pay the differential fee calculated for the subscription period.
7.4.3.2. Simultaneously with upgrading to a higher subscription package, the Service Provider does not allow a change in the subscription period.
7.4.4. Changing the Subscription Period
7.4.4.1. The User can change the subscription period according to Section 7.2.4 exclusively at the end of the subscription period, before the beginning of the next subscription period, or during the period detailed in Section 7.7.1.
7.4.5. Termination and Cancellation of Subscription
7.4.5.1. If, based on the User's decision, they determine not to use the Service—without deleting their user account—and communicate this intention to the Service Provider, the User is entitled to use the Service with content corresponding to the subscription fee paid until the end of the period covered by the paid subscription fee.
7.4.5.2. If the Service Provider terminates the User's subscription—e.g., because the User has violated the provisions of this Agreement or applicable laws—either at the Service Provider's discretion or in accordance with the provisions of Section 7.4.1.1., the subscription is terminated immediately, irrespective of the solvency period, and the User is not entitled to a refund from the paid subscription fee in accordance with the provisions of Section 7.1.9. The detailed rules concerning the deletion of the user account, billing account, the termination of the legal relationship according to this GTC, and its consequences are contained in Chapter 16 of the GTC.
7.5. Custom Offers
7.5.1. The Service Provider may, at its discretion, decide to provide the Service to certain user groups under different, discounted conditions than those set forth in this GTC, but the Service Provider is not obliged or obligated to do so under any circumstances.
7.5.2. The Service Provider may, at its discretion and without amending this GTC, decide to allow a change in the subscription period before the end of the subscription period under certain conditions. However, the Service Provider is not obligated to do so.
7.6. Subscription Package Modification and Prices
7.6.1. The Service Provider reserves the right to modify the features, content, and conditions of the subscription packages provided, as well as the prices of the Service. In case of a price change, the Service Provider notifies the User at least 30 days before the change takes effect. If the User does not agree with the changes, they can cancel the subscription before the price change takes effect.
7.6.2. The Service Provider may, at its discretion, decide to offer discounts on the subscription fees for a certain period, specific user groups, or individual users, without being obliged or obligated to do so. In the case of applying a discount, the Service Provider indicates both the original and the discounted prices, as well as the percentage of the applied discount.
7.6.3. The invoice for the service fee specified in section 4.3.6, as well as the charges related to bulk invoice issuance within the Basic Service under the free 30-day trial subscription, will be issued by the Service Provider and sent to the User by the 10th day of the month following the subject month. The invoice will be based on the tiered pricing outlined in Annex 1, calculated based on the turnover of the previous month.
7.6.4. The invoice for the monthly fee of the service specified in section 4.3.7, as well as the usage-based fee calculated based on the turnover of the subject month using the tiered pricing outlined in Annex 1, will be issued by the Service Provider and sent to the User by the 5th day of the month following the subject month.
7.6.5. The invoice will be issued to the business entity associated with the invoicing account, or the business entity for which costs related to the Basic Service have arisen, or for which a specific Additional Service or, if the payment is made to the Service Provider, Integrated Service has been utilized, in connection with the invoicing account related to the Basic Service.
7.7. Payment Periods and Due Dates
7.7.1. For subscriptions with payment obligations, the Service Provider issues invoices for the subscription fees in advance, covering the upcoming subscription period. Invoices are issued 30 days before the expiration of the current subscription period. The User must pay the subscription fee by the due date specified on the invoice, at the latest on the last day of the current subscription period. If the User fails to pay the subscription fee by the due date, the Service Provider reserves the right to suspend the User's access to the Service until the outstanding payment is settled.
7.7.2. In the case of a new subscription or a change in the subscription package, the User must pay the subscription fee for the first subscription period before gaining access to the features of the chosen package.
8. Confidentiality
8.1. A parties agree that any fact, information, data, or compilation thereof learned during the performance of this Terms of Service (ToS), which, if acquired, utilized, disclosed, or made public by unauthorized parties, would harm or jeopardize the rightful economic, financial, market, or security interests of the entitled parties, constitutes business secrets. Business secrets particularly include, but are not limited to:
a) Know-how, b) Program source code, c) Data related to the parties' employees, programmers, subcontractors, partners, suppliers, d) Information related to the financial and other business operations and transactions of the parties, etc.
8.2. The parties undertake to handle the secrets they become aware of in accordance with the relevant laws and the provisions of this Agreement. Within the scope of their confidentiality obligations, the parties shall not unfairly use the information they become aware of, shall not make it accessible to unauthorized persons, shall not transfer it, shall not disclose it, and shall not make it public.
8.3. The parties are subject to the confidentiality obligation specified in section 8.1 without a time limit. They shall not, in any form, make known the secrets they become aware of to any third party without the prior written consent of the other party. This provision does not apply in the event that the Service is connected in a manner known or desired by the User to the system of a third party, and for the purpose of operating the Service, the Service Provider transmits data or information falling within the scope of confidentiality to a third party. If, during the transmission of data, information is somehow, due to reasons beyond the control of the Service Provider, disclosed to unauthorized parties—such as a malfunction of the application programming interface (API) used during data transmission or its malicious exploitation—the Service Provider shall not be held liable.
8.4. The obligation of confidentiality remains in effect without any time limit even after the termination of these General Terms and Conditions (GTC) for any reason.
8.5. An exception to confidentiality, beyond what is stated in section 8.3 above, occurs when either party is required to disclose or make public any of the above information in order to fulfill its legal obligations or upon the order of a court or authority. The parties must promptly inform each other of any such cases where, based on a lawful request by a court or other competent authority, they are compelled to disclose any of the information mentioned above, except if such disclosure would harm or jeopardize the interests of the ongoing proceedings.
8.6. The confidentiality obligation does not limit the right of the parties to inform their legal advisers and accountants about the contractual relationship between the parties and its contents. The parties are responsible for the data processing and confidentiality of their legal advisers and accountants as if they were their own.
8.7. The parties accept the regulations of the European Union concerning the prohibition of unfair commercial practices and restrictions on competition. They are also aware of the concept of business secrets as defined in European Union regulations on the protection of business secrets. Additionally, they are familiar with European Union regulations on the right to informational self-determination and freedom of information, as well as the sanctions applicable to the breach of business secrets. The parties further recognize that the establishment of their legal relationship implies an understanding of the provisions of the European Union Criminal Code.
8.8. The Service Provider ensures that its employees, subcontractors, and other contributors also adhere to the confidentiality obligation as per this Agreement.
9. COPYRIGHT, INTELLECTUAL PROPERTY
9.1. Under this Agreement, the Service provided by the Service Provider to the User, namely the heliosai.hu system, as software (hereinafter referred to as the "Software"), qualifies as a copyrighted work falling under the scope of Act LXXVI of 1999 on Copyright ("Copyright Act") and is therefore protected by copyright. The Software, being the Service Provider's proprietary development, entitles the Service Provider to both moral and economic rights related to the Software without any restrictions.
9.2. Pursuant to Sections 9(2) and (3) of the Copyright Act, the personal and economic rights related to the Software as a copyrighted work cannot be transferred, nor can they be transferred to a third party in any other way, and the author cannot waive these rights. These rights belong to the Service Provider. In accordance with this, the Service Provider has the right to be identified as the author. Therefore, under this Agreement, the User does not acquire and cannot acquire ownership rights to the Software.
9.3. In accordance with Section 9(6) and Section 16(1) of the Copyright Act, the exercise of economic rights related to the copyrighted work, i.e., the Software, can be assigned by contract. Under this Agreement, the Service Provider, by exercising its economic rights related to the Software, grants the User a right of use for the duration of this Agreement, without territorial limitations. Based on the right of use, the User, or the employees of the User, or persons authorized under point 1.2 of the GTC become entitled to use the Software. The User is entitled to use the Software solely for its own economic activities, in accordance with its intended purpose, within its own hardware environment, and only for its own business purposes.
9.4. Considering that, apart from using the Software, the User does not acquire any other proprietary rights under this Agreement, the User is not allowed to transfer, make accessible, authorize the use of, reproduce, distribute, release for circulation, sublicense, modify, alter, or make available to the public the Software or the associated documentation, either free of charge or for consideration, except in the case of persons involved in its work or economic activities, as specified in point 1.2 of the GTC. The User is also not allowed to disassemble, decompile, reverse engineer, reconstruct from its elements, analyze, or examine the Software in any similar way. The User must take all necessary measures to prevent third parties from performing the prohibited actions mentioned above.
9.5. Violation of the provisions set forth in this chapter constitutes a material breach of the Agreement, and, in view of this, the Service Provider is entitled to terminate the Agreement with immediate effect. Furthermore, the User is obliged to compensate the Service Provider in full upon the first request.
9.6. The compensation to be paid by the User under this Agreement includes the consideration for the right of use (usage) granted.
9.7. The copyright provisions of this Agreement do not affect the User's rights with regard to the data produced, recorded, or transmitted through the Software, possibly with the assistance of the Software. The User is the owner of these data, and the Service Provider is not entitled to possess them or use them in any way, except for data transmission to other systems or operations carried out based on the User's separate authorization, as per the exceptions mentioned above.
9.8. The Website, the Service, and the name "heliosai.hu," as well as their graphic appearance, user interface, photographs, trademarks, logos, videos, sounds, content, implementations, and program codes on our pages constitute the intellectual property of the Service Provider and are protected by copyright. The User is only authorized to use them with the prior written consent of the Service Provider. Unauthorized use constitutes a serious breach of contract, which allows the Service Provider to terminate the contractual relationship according to these General Terms and Conditions (GTC) and delete the User's registration, and to enforce all damages incurred in this regard.
9.9. The Service Provider reserves all rights to all elements of its Service, particularly to the www.heliosai.eu domain name, its subdomains, subpages, and internet advertising spaces.
9.10. Any activity aimed at listing, organizing, archiving, hacking into the Service Provider's database, as well as any activity aimed at circumventing the interfaces or search engines provided by the Service Provider without a separate agreement or without using the service provided for this purpose is prohibited.
9.11. The Service Provider is authorized to use logos, trademarks, designations, and other copyrighted content placed on the Website or other surfaces operated by the Service Provider, which originate from third parties other than the User and are the property of those rights holders, with the consent of the rights holders. Registration, use of the Website, use of the Service, and any provision of the GTC do not grant the User the right to use or exploit any commercial name, designation, or trademark on the Website.
9.12. If the User sets a unique invoice image in the Service or if the User includes the logo of the business represented by them on an invoice issued through the use of the Service, by accepting the provisions of this GTC, the User acknowledges that, in this regard, they grant the Service Provider a limited right of use free of charge, to the extent necessary for providing the Service, for the duration of the legal relationship according to this GTC. The right of use does not include the right to modify, but the Service Provider informs the User that modifications (e.g., resizing) of the invoice image, logo, or other designations that do not affect the essential elements of the image or designation and are essential for providing the Service or displaying the designation do not qualify as modifications.
DATA PROCESSING, DATA PROTECTION
10.1. The legal basis for the processing of personal data related to this GTC is the conclusion and performance of this GTC, as well as the legitimate interest of the Parties in maintaining contact to realize cooperation and, for example, to fulfill legal obligations such as invoicing. In relation to the personal data transmitted for the purpose of the GTC's fulfillment and communication, the parties qualify as data controllers concerning each other and, in their capacity as data controllers, may only engage their official legal advisor or, if applicable, their accountant as data processors. Beyond this, they may not engage any further data processors in accordance with the applicable data protection laws. The Service Provider qualifies as a data processor in relation to certain data provided by the User during the use of the Service (such as invoice data). The Parties are obliged to process personal and other data related to each other in accordance with the provisions of the General Data Protection Regulation (GDPR), the Act on the Right to Informational Self-Determination and Freedom of Information, and other data and confidentiality regulations, both during the temporal validity of this GTC and after its termination, in compliance with the terms of the GTC, without deviating from the legal relationship stipulated in this GTC, without the written permission of the other party, and may not use it for their own or third-party purposes, may not make it accessible to third parties, and may not misuse it in any other way.
10.2. Additional information regarding the data processing of the Service Provider can be found in the Service Provider's relevant Privacy Policy, available at the following address: https://www.heliosai.eu/adatvedelem/
10.3. The Parties are obligated within their scope of activities to ensure the security of data and are further required to take the technical and organizational measures and establish the procedural rules necessary for the enforcement of the General Data Protection Regulation (GDPR) of the European Union, the Act on Informational Self-Determination, and other data and confidentiality regulations. The Parties are obliged to protect the personal data provided by the other party with appropriate measures, particularly against unauthorized access, alteration, transmission, disclosure, deletion, or destruction, as well as against accidental destruction and damage, in accordance with European Union data protection regulations.
10.4. In the event of the termination of this GTC for any reason or the cessation of the provision of the Service to the User, the User, as the data controller, informs the Service Provider, as the data processor, about the personal data brought to its attention or made accessible to it concerning the Service, and the Service Provider proceeds as follows. Within 3 months following the termination of this GTC for any reason, the Service Provider permanently and irrevocably deletes the data transmitted to it, except for data that is still needed for statistical purposes. In this case, the Service Provider anonymizes the data or makes it unrecognizable in a way that it cannot be inferred to the User or any other third party. Before the final deletion of the data, the Service Provider offers the User the opportunity to save their data, documents, etc., stored in the Service. The Service Provider is not responsible for any consequences arising from the failure to do so.
WARRANTY
11.1. The Service Provider warrants that the Service provided under this GTC, especially the Basic Service, is suitable for its intended purpose and complies with the requirements set forth in this GTC. The Service is also warranted to possess the functionalities specified in the User Manual and to comply with all applicable legal regulations at all times.
11.2. The Service Provider warrants that the Software forming the basis of the Service, excluding the software of Integrated Services, is its own development, and no third party has any rights that would prevent or restrict the User's use of the Software. The Service Provider undertakes that if any third party were to have any rights regarding the Software, it will obtain the necessary consents from the third party(ies) within the shortest possible time, but no later than 30 days from the notification, or it will modify the Software in such a way that the rights of the third party(ies) do not restrict the use of the Software within this period.
11.3. The Service Provider warrants that the Software, as well as any software component used or embedded in the development of the Software, is free from viruses or other hidden programs that may adversely affect its operation. However, despite employing advanced technology, no security system is invulnerable. The Service Provider draws the User's attention to the fact that it makes every effort to protect its system with the latest technical tools (both physical and software), but from a technical point of view, it cannot guarantee that malicious third parties will not intercept the information provided by the User in the Service.
11.4. Furthermore, the Service Provider warrants that it has all the necessary permits and licenses for the use of these software components.
11.5. During the development of the Software, the Service Provider may also use software components from third parties, such as the "Software Development Kit" ("SDK") for developing applications for various platforms or SDK for connecting to social media. The Service Provider does not warrant the operation and liability of these SDKs, and therefore, it is not liable for any consequences arising from the modification of the operation of the SDKs by the developer of the SDK after their implementation, or if the Service becomes unavailable due to reasons attributable to the SDKs.
11.6. If any third party asserts any claims against the User regarding the Software, the Service Provider shall indemnify the User from any and all claims and demands that arise from the User's use of the Software or from any violation of the rights of the third parties. The Service Provider shall reimburse the User for all damages resulting from or related to this.
RESPONSIBILITY AND ITS LIMITATION
12.1. Internet access is required to access the Service. By accepting the provisions of this GTC, the User acknowledges that the internet service provider may charge a fee for the internet connection used on the device used to access the Service (e.g., mobile data traffic). Payment of this fee is the User's responsibility; therefore, the Service Provider assumes no responsibility.
12.2. The Service Provider is not responsible for the unavailability of the Service if it is caused by:
• server error;
• malfunction of the User's hardware;
• failure/unavailability of the internet connection;
• intentional or negligent behavior attributable to the User;
• errors on the part of a third-party service provider integrated into the Service;
• any other technical error not attributable to the Service Provider; or
• force majeure.
12.3. The Service Provider employs appropriate and reasonable technical and security measures to preserve the security of the Service, making it protected against viruses, trojans, or similar threats, and ensuring error-free operation. However, no security system is invulnerable, no matter how advanced the technology used. The Service Provider draws the User's attention to the fact that it makes every effort to protect its system with the latest technical tools (both physical and software), but from a technical point of view, it cannot guarantee that malicious third parties will not intercept the information provided or stored by the User in the Service.
12.4. The operation of the Service may be subject to restrictions and other issues resulting from the use of the internet, the User's internal network, or other internal networks and electronic communication solutions, including malfunctioning, unconnected, out-of-range, switched-off, or non-operational devices used by the User. The Service Provider is not responsible for delays, errors, damages, or (data) losses resulting from such problems.
12.5. The Service Provider treats the information on the Website with due care. However, the information is for informational purposes only, and the Service Provider assumes no responsibility for the accuracy, completeness, or any errors or inaccuracies in the database.
12.6. The Service Provider is not responsible for any delays, errors, damages, or (data) losses resulting from inaccurately and/or incorrectly provided data by the User.
12.7. The Website or the Service may contain links to other providers' websites, but the Service Provider is not responsible for the activities or data protection compliance of these service providers, and it does not review their content. The User accepts that the Service Provider cannot be held directly or indirectly liable for damages and losses arising from the use of the content or services of such websites.
12.8. Except as provided by law, the Service Provider is not responsible for the compliance with legal regulations, content, and any other information provided by third parties in advertisements, promotional materials, or other information placed on the Website or in the Service.
12.9. The User is solely responsible for using the Service, including but not limited to any loss, financial or non-financial damage, and infringement (including, without limitation, any loss of profit, indirect, incidental, or consequential loss), and other consequences. Neither the Service Provider nor its employees or agents are responsible for this. The User can only use the Website and the Service at their own risk, and they accept that the Service Provider is not responsible for financial and non-financial damages arising from the use, beyond liability for intentional, gross negligence, or criminal breach of contract causing harm to life, physical integrity, or health.
12.10. The Service Provider disclaims all liability for the behavior demonstrated by users of the Website or the Service. The User is fully and solely responsible for their own behavior, and in such cases, the Service Provider fully cooperates with the relevant authorities to investigate violations.
12.11. Due to the global nature of the internet, the User acknowledges, by accepting the provisions of these GTC, that when using the Website or the Service, they will also comply with the provisions of the relevant national laws. If any activity related to the use of the Website or the Service is not permitted according to the laws of the User's country, the User is solely responsible for such use.
12.12. The use of any system or solution aimed at the unauthorized use of the Service in a manner expressly prohibited in this document or at the shutdown of servers used to operate the Service is strictly prohibited. The User is responsible for such behavior.
12.13. The use of software enabling "data mining" or any other means of collecting content or information made available on the Website or through the Service is strictly prohibited. The User is responsible for such behavior.
12.14. The User uses any data or files downloaded during the use of the Service at their own risk. The Service Provider is not responsible for any shortcomings or errors in downloaded data or files, nor is it responsible if such downloaded data or files cause damage to the User's device. The Service Provider is not responsible for damages arising from inaccuracies in reports, documents, etc., prepared based on the data provided by the Service and displayed on the Service. These data are always based on information entered or automatically recorded by the User but are verifiable by the User. Therefore, Users are advised to verify the accuracy of the data.
12.15. The Service Provider is not responsible for the appropriateness of solutions provided by third parties connected to the Service or for the accuracy of the data provided by them. Checking the received data is the User's responsibility.
12.16. The Service Provider is not responsible for any consequences arising from a User registering a Business in the Service that they are not authorized or empowered to represent.
12.17. The Service Provider is not responsible for the consequences resulting from the User's improper configuration of account settings (tax and financial data, bank accounts, invoicing data, data connections, etc.) related to the Business represented by them.
12.18. The User is responsible for the accurate configuration of various access permissions assigned to third parties within the Service by the Account Holder and Users with Administrator privileges. The Service Provider is not responsible if, due to any errors in permission settings, a third party gains access to data or information that the User did not intend to make accessible or gains rights that the User did not want to grant. It is the User's responsibility to regularly check and review permission settings.
12.19. The Service Provider is not responsible for the content of invoices or other documents issued by the User through the use of the Basic Service. It is the User's responsibility to issue invoices with correct content, apply appropriate tax rates, and provide accurate item names and other content elements. The Service Provider is only obligated to ensure that all the required content elements can be included on the invoice according to legal requirements.
12.20. In light of the above in point 12.19, the Service Provider is also not responsible if tax authority reporting with incorrect content is sent to the tax authorities due to an invoice with inappropriate content. In this regard, the Service Provider's responsibility is solely to ensure continuous tax authority reporting.
12.21. The Service Provider, since it has no influence over it, is not responsible if a real economic event did not occur behind an invoice or other document issued through the use of the Service, or if the economic event occurred with content different from what is stated on the invoice or document.
12.22. Considering that, in the case of invoices and other documents issued using the Service, the User is responsible, according to the relevant legal regulations, for preserving the documents for the period specified in the law, the Service Provider is not responsible if, due to any reason, the User fails to save the invoices related to the Business stored in the Service after the termination of the legal relationship according to these GTC, despite the Service Provider offering this possibility to the User before the termination of the Agreement.
12.23. By accepting the provisions of these GTC, the User, or the Business represented by them, irrevocably assumes from the Service Provider all the responsibility arising from their joint and several liability under the VAT Act for any fines, damages, and costs imposed by the competent authorities or third parties against the Service Provider due to the violation of the mentioned laws and the User's breach of the Agreement.
12.24. The Service Provider is obligated to maintain the confidentiality of business and payment secrets learned in connection with the Invoice Information Service in accordance with European Union regulations and the Civil Code, and is liable for adhering to these obligations as defined by law.
12.25. The Service Provider is responsible for keeping confidential the identification information related to the payment service provider's access. The Service Provider acts with the expected diligence in its activities, taking into account European Union regulations, any additional directives, and other relevant regulations.
12.26. According to these GTC, force majeure events are considered any extraordinary events occurring after the creation of the legal relationship according to the Agreement, beyond the control of both parties, making the performance of the Agreement impossible or delaying it, which the parties could not foresee or prevent when entering into the Agreement, and which cannot be attributed to the behavior or omission of the parties. Force majeure includes, but is not limited to, the following cases:
natural disasters (e.g., flood, earthquake, storm),
fire, explosion, mass illness (epidemic),
government measures,
war, acts of war (regardless of whether a state of war exists or not),
revolution, uprising, riots, civil war, or terrorist acts,
general nationwide strike,
epidemiological measures, especially epidemiological measures such as curfews, bans, and any measures taken by either Party related to reducing personal contacts according to the recommendations of epidemiologists (suspension of tasks requiring personal presence). It does not constitute a breach of the contract if the performance of obligations is prevented or limited by a force majeure event. If a force majeure event occurs, the party becoming aware of it must immediately notify the other party in writing. In the event of a force majeure, the deadlines specified for the performance in the Contract may be extended by the time the parties are unable to perform due to the force majeure event. After the end of the force majeure event, the party in delay is obliged to perform the outstanding obligation as soon as possible to prevent further delay.
12.27. The Service Provider is obliged to inform Users without undue delay if there is an operational or security event or data protection incident within its scope of interest. If the User suffers damage due to the absence or delay of notification of an operational or security event or a data protection incident within the scope of interest, the Service Provider's liability for damages arises according to the Civil Code.
12.28. The User's responsibility for any infringement committed in connection with the use of the Service persists even after the termination of the legal relationship according to these GTC.
12.29. Claims for damages against the Service Provider related to the use of the Service shall become time-barred one (1) year after the occurrence of the (damaging) event, and thereafter, the possibility of enforcing claims against the Service Provider is excluded.
CONTACT, CUSTOMER SERVICE
13.1. Unless otherwise specified in this GTC, the official and primary written contact between the parties is within the user accounts through the contact form available in the "Customer Service" submenu under the "Other" menu. Secondarily, email communication can be used.
13.2. The Service Provider designates the email address hello@heliosai.eu for communication via email. The Service Provider primarily contacts the User at the email address provided during registration if any communication is necessary. If the User contacts the Service Provider from a different email address, the Service Provider communicates with the User at that email address. However, the User acknowledges, by accepting the provisions of these GTC, that if there is doubt about the identity of the sender or the existence of the authorization associated with a specific user account, the Service Provider is entitled to refuse to respond and may require the User to identify themselves either by using the primary contact method available within the user accounts, as mentioned in section 13.1, or through a method where the User identifies themselves via an identification link provided by the Service Provider.
13.3. In addition to the above, the Service Provider allows the User to access its customer service through a chat assistant available upon entering the user account. The use of the chat assistant may be subject to conditions imposed by the Service Provider (e.g., subscription package, user privileges, etc.). The Service Provider retains the communication with the User through the chat assistant in a manner and for a duration detailed in its data processing information, which is made available upon the User's request.
13.4. The Service Provider has the right to refuse response to customer service inquiries or deny communication through the chat assistant if the User does not communicate with the Service Provider's customer service representatives in an expected tone or style.
13.5. The parties are obligated to promptly inform each other in writing of any changes in their contact details. The User can update changes in their data in the billing account or user profile, thus notifying the Service Provider. The party failing to provide this notification is responsible for any damage resulting from the omission.
13.6. In addition to the above, the Service Provider maintains customer service to handle user questions and problems related to the operation of the Service.
13.7. Customer service can be reached through the following contact information or during the specified periods:
13.7.1. Our customer service responds to inquiries received through the methods outlined in sections 13.1 and 13.2 from Monday to Sunday between 8 AM and 8 PM (Central European Time). For contact made through the method specified in section 13.3, responses are provided from Monday to Sunday between 9 AM and 5 PM (Central European Time).
13.7.2. Customer service email address: hello@heliosai.eu
13.7.3. Customer service mailing address: 3 Neringstraat-West, 5401GB Uden, Netherlands.
13.8. If the User contacts customer service outside the specified hours in section 13.7.1 or on days as per section 13.7.2, the request is considered received on the next customer service availability day.
13.9. The User must provide all essential information necessary for identifying the problem in their report. After examining the error report, the Service Providemay request further information (e.g., screenshots, log files, configuration data, etc.).
13.10. If technically feasible and does not hinder the investigation, the User must provide the data and information to the Service Provider in a way that ensures the deletion of all personal data or, if possible, anonymization to an extent that excludes inference to a specific person. The User is obligated to indemnify the Service Provider from any potential damage resulting from the failure to comply.
13.11. The Service Provider commits to initiating the examination of the submitted error report within 48 hours of its receipt. However, this does not imply that the problem identified by the User will be resolved within this timeframe, as the resolution may take longer depending on the nature of the reported issue.
13.12. The Service Provider takes all necessary measures to provide the User with assistance and support as quickly as possible.
14. COMPLAINT HANDLING, LEGAL ENFORCEMENT, RESOLUTION OF (LEGAL) DISPUTES
14.1. In case the User encounters any issues with the Service or the Service Provider, they are required to notify the Service Provider's customer service primarily, as specified in Chapter 13.
14.2. The Service Provider informs the User that, according to European Union law, the User does not qualify as a consumer regarding the Service. Accordingly, consumer protection procedures, such as the rules of the conciliation board procedure, do not apply. Notwithstanding the above, the Service Provider establishes the following rules regarding the User's complaint.
14.3. The User may submit their complaint in writing using the contact information provided in Section 13.7.
14.4. The Service Provider is obliged to respond to the complaint in substance within 30 (thirty) days of its receipt and take action accordingly. If the Service Provider rejects the complaint, it must provide a reasoned response.
14.5. The Service Provider does not create a separate record for the complaint but logs it in a so-called "ticket system." The complaint is further evidenced by the contact form, email, or chat communication between the User and the Service Provider, which the Service Provider retains for 3 (three) years.
14.6. If the Service Provider rejects the User's complaint, and the User deems that the rejection violates their rights, the User may enforce their claim in court through civil litigation or non-litigious proceedings according to European Union law, as well as the rules of civil procedure and other relevant regulations.
15. ELECTRONIC CONTRACTING FOR DISTANCE CONTRACTS
15.1. The Service Provider provides the following information to the User in accordance with European Union law on certain aspects of electronic commerce services and information society services (Directive 2001/31/EC).
15.2. Technical information related to the conclusion of the contract under this Terms of Service is outlined in Chapter 3 of this Agreement.
15.3. The User can correct input errors at any time during the use of the Service until the end of the subscription process. The User may correct errors by navigating back in the process or using a similar button before submitting the subscription request.
15.4. In compliance with its obligation under Ekertv., the Service Provider draws the User's attention to the fact that clicking the "Subscribe" or a similar button constitutes a legally binding offer to use the Service, incurring a payment obligation.
15.5. After submitting the subscription request, the Service Provider sends a confirmation to the User within a reasonable time, but no later than 48 hours after the request is submitted, to the email address provided during registration. If the confirmation does not reach the User within the specified period, the User is released from the contractual commitment 45 or contractual obligation, unless the non-receipt of the confirmation is due to the User providing an incorrect email address or the User's email inbox being full, preventing the receipt of the confirmation.
15.6. The contract concluded through registration for or subscription to the Service does not qualify as a written agreement. The Service Provider does not archive it, making it not retrospectively accessible or viewable. Legally, the order qualifies as a declaration of intent made in the form of implied conduct.
15.7. Any information, transactions, contract formation, and complaint handling procedures are conducted in English.
15.8. The conclusion of the Agreement is exclusively in English, subject to the general law of the European Union.
15.9. The Service Provider has not subjected itself to any code of conduct.
16. TERMS OF VALIDITY, TERMINATION, AND DELETION OF ACCOUNT
16.1. This Terms of Service comes into effect with its publication on the Service Provider's website and is established for an indefinite period.
16.2. Under this Terms of Service, the legal relationship for the provision and use of the Service is established for an indefinite period, with the User being entitled to use the additional features available in individual subscription packages with a payment obligation only until the end of the subscription period and to avail the Service in this scope.
16.3. Each subscription package with a payment obligation, as well as access to the additional features contained therein, can be unlimitedly extended, or, in the absence of different instructions from the User, is automatically extended before the end of the subscription period, with the Service Provider sending a notification to the User three days before the due date.
16.4. If the User does not extend the subscription as per Section 16.3, the right to use the functions of the Service with a payment obligation ceases at the end of the paid subscription period, and the Service Provider locks the User's account until the User settles the subscription fee or switches to the #free subscription package.
16.5. The legal relationship for the provision of the Service ceases with the deletion of the billing account initiated by the User, effective at the time of deletion. Only Users with Account Owner privileges can initiate the deletion of the billing account. The condition for deleting the billing account is that the Account Owner terminates all access of other Users with additional privileges and that there are no outstanding liabilities related to the billing account. Simultaneously with the deletion of the billing account, there is an option to delete the user account.
16.6. If the User initiates the deletion of the billing account or the user account, the Service Provider draws the User's attention to the fact that, since the obligation to preserve documents is the responsibility of the Entrepreneur under the relevant legal provisions, and since the deletion of the account also results in the deletion of the stored data, including documents subject to the obligation to preserve, the User is obligated and responsible for saving the data and documents before the account deletion.
16.7. The Service Provider is entitled to delete the registration of Users, along with their billing accounts, who, in its judgment, abuse the name, image, email address, or other personal data or rights of any other person, particularly if the User is aware that the username of the respective person is under trademark or other protection, or if it violates the legitimate interests of another person, uses obscene, offensive, racist, religious, national, ethnic, or sexual language, or language that can be considered as covert or overt advertising. In the event of account deletion for this reason, the Service Provider disclaims all responsibility that may arise from the consequences of the deletion.
16.8. Furthermore, the Service Provider may terminate the contract with immediate effect and delete the User's account if the User uses insulting, offensive, or vulgar expressions about the Service Provider's employee, representative, or the Service Provider itself, either verbally or in writing, on any forum, or in connection with its qualification or activity.
16.9. The Service Provider is also entitled to terminate the legal relationship under this Agreement and delete the User's account if the User exhibits behavior that violates the provisions of this Terms of Service or any legal regulations, or abuses the use of the Service, especially if the User commits a criminal offense through the use of the Service.
16.10. In the event of the termination of the legal relationship as per this Terms of Service for any reason, the Service Provider is not obligated to refund the paid subscription fees. However, at its discretion, the Service Provider may decide to partially or fully refund the fee paid by the User or the represented Entrepreneur.
17. MODIFICATION OF THE TERMS OF SERVICE
17.1. The Service Provider reserves the right to supplement or modify this Terms of Service for the development, improvement, introduction, or termination of products or services, adjustments to existing product conditions, adaptation to relevant legal regulations, or modifications to fees or payment conditions. In the event of such changes, the Service Provider informs the User at least 15 days prior to their entry into force. The supplement or modification is communicated by posting it on the website or by email. If the supplement or modification is disadvantageous to the User, the User is entitled to terminate the Terms of Service, no later than five business days from the date of notification.
17.2. In the case of termination by the User as stated above, the provisions of Section 16.10 of the Terms of Service apply accordingly.
17.3. The termination is valid from the day on which the modifications take effect.
17.4. If the User continues to use or benefit from the Service after the expiration of the above deadline, the Service Provider considers it as acceptance of the modification or supplement.
17.5. Modifications are never retroactively applicable.
17.6. The Service Provider makes all modifications to the Terms of Service and its earlier versions continuously available for download on the website.
18. MISCELLANEOUS PROVISIONS
18.1. If any provision of this Terms of Service is or becomes invalid, or is likely to become invalid in the future, it does not affect the validity of the remaining provisions as a whole. The remaining parts must be interpreted and enforced regardless of partial invalidity. In such a case, the parties are obliged to negotiate in good faith to replace the provision with a solution that is closest to the economic concept of both parties. The same procedure applies if this Terms of Service does not regulate a particular issue.
18.2. This Terms of Service, along with its annexes, constitutes the complete agreement and understanding of the parties concerning the subject matter of the contract, and invalidates any prior contracts, agreements, or negotiations between the parties regarding the subject matter.
18.3. The division of this Terms of Service into chapters and the use of headings for paragraphs are for ease of reference and clarity, and do not affect the interpretation of this Agreement.
18.4. The User is not authorized to assign or transfer its rights or obligations under this Terms of Service to any third party without the prior written consent of the Service Provider.
18.5. The Service Provider reserves the right to make any changes or improvements to the website without affecting the content of the Service, and may do so without prior notice. The Service Provider also reserves the right to transfer the website to another domain.
18.6. If the Service Provider does not exercise any right under this Terms of Service, or only exercises it in part, this does not mean a waiver of that right.
18.7. The Service Provider does not include any terms in this Terms of Service that substantially deviate from the legal regulations or customary contractual practices. The Service Provider also does not include any terms that differ significantly from those previously applied between the User and the Service Provider. No separate notification will be made in this regard.
18.8. In the event of disputes arising from this Terms and Conditions, the parties shall endeavor to primarily resolve the issues through negotiations. If within a reasonable period, no agreement is reached for the resolution of the dispute arising from this Agreement, the parties agree to submit to the jurisdiction of the courts of the European Union, and depending on the subject matter value, they shall bring the matter before a court with jurisdiction and competence according to the relevant European Union regulations.
18.9. Any matters not regulated by the Agreement are subject to European Union law. The Service Provider informs the User that the mandatory provisions of the relevant regulations are applicable to the parties without any specific stipulation.
