Purpose and acceptance

These terms and conditions govern the subscription to and use of the Unileva service. Unileva is online management software for businesses: contacts and companies, opportunities, quotes and contracts signed online, calendar and tasks, connected mailbox, documents, and custom-built features. It is published by Loïc Hollay (sole trader), enterprise number 1028.697.569, rue Guido Gezelle 25, 1780 Wemmel, Belgium (“the publisher”).

The subscription is not self-service: it follows a conversation with the publisher. The Customer accepts these terms by signing its order form or by paying its first instalment. They prevail over the Customer’s own general terms of purchase, unless otherwise agreed in writing.

Definitions

Customer: the natural or legal person who subscribes to and holds the subscription.
User: any person the Customer invites to access the Service from its account.
Service: the Unileva software, available at https://www.unileva.com/app/, and its public pages (quotes, contracts, appointment booking).
Plan: the offer chosen by the Customer from those on the Pricing page.
Core: the features common to all customers, included in every Plan.
Credit: the unit that funds anything beyond the Core.
Module: a feature built for the Customer and funded with Credits.

The Service

The Service comprises the Core and the elements of the Plan as presented on the Pricing page at the time of subscription, together with the Modules delivered to the Customer.

The Service evolves regularly: features are added, improved or replaced. These changes do not substantially alter the balance of the contract. A feature included in the Customer’s Plan is not withdrawn during its commitment without an equivalent solution.

Onboarding

The initial configuration of the tool and the migration of the Customer’s existing data are free of charge. Their scope and timetable are agreed with the Customer before subscription.

The Customer provides its data in a usable format (spreadsheet, export from other software) and appoints a contact person who is available during onboarding.

Plans, Users and Credits

Each Plan includes a number of Users and a stock of Credits. An additional User is charged at the price shown for the Plan.

What Credits are for. They fund anything beyond the Core: a Module specific to the Customer’s business, an integration with other software, a business-specific calculation. Each request is costed in Credits before work begins, and only goes ahead with the Customer’s agreement.
The stock. The Credits included in the Plan also set its cap. The monthly top-up, for Plans that include one, never exceeds it. Each additional pack of 25 Credits raises the cap by the same amount.
How long Credits last. Credits do not expire while the subscription runs. They are lost when the subscription ends and are not refundable.
What is built. A delivered Module stays in the Customer’s tool for as long as its subscription runs: the Customer does not pay for it again every month.
Entry into the Core. When a Module funded with Credits is added to the Core, the Credits paid for that Module are refunded to the Customer.
Reuse. A Module built for the Customer may be offered to other customers. It never includes the Customer’s data.
Configuration. Fields, stages, views, access rights, document and email templates: configuration is included, without limit, and the Customer carries it out itself. If its configuration requests to the publisher become excessive, they may be charged in Credits, after the Customer has been notified.

Term and commitment

The subscription takes effect when the configured tool is made available. It is concluded for a fixed term of twelve months.

At the end of that period, it continues on a month-to-month basis, except for the Annual Plan, which is governed by the next article. Either party may then terminate it at any time by giving one month’s written notice, including by email.

A Customer who terminates the subscription during the first twelve months remains liable for the monthly payments outstanding until the end of that period.

Annual Plan

The Customer may pay for its subscription monthly or annually. Annual payment is made in one instalment, for twelve months, and benefits from a 20% discount on the monthly price, rounded to the nearest euro. The first year paid in this way covers the twelve-month commitment. Termination of the Annual Plan takes effect at the end of the paid year.

The publisher notifies the Customer at least one month before its renewal date, stating the date and amount, and offers to renew annually or switch to monthly. If no reply is received before the renewal date, the Plan is renewed for twelve months at the annual price then in force. A year that has started is not refunded.

Prices and payment

The applicable prices are those on the Pricing page at the time of subscription, expressed per month, excluding VAT. Payment is processed by Stripe and collected at the start of each period.

The Customer may upgrade to a higher Plan at any time; the difference is charged pro rata. A downgrade to a lower Plan takes effect at the next renewal date, and no earlier than the end of the twelve-month commitment.

The publisher may change its prices. Any increase is announced to the Customer at least one month in advance; a Customer who does not accept it may terminate the subscription on the date it takes effect, even during its commitment.

If a payment fails, the publisher reminds the Customer. If the situation is not remedied within the following fifteen days, access to the Service may be suspended until payment is made; data is retained during the suspension.

VAT. The publisher is covered by the VAT exemption scheme for small businesses under Article 56bis of the Belgian VAT Code: no VAT is charged. If this scheme ends, VAT at the statutory rate will be added to the prices excluding VAT, after the Customer has been informed at least one month in advance.

Right of withdrawal

The Service is intended for professionals, to whom the statutory right of withdrawal does not apply.

Where the Customer is a consumer within the meaning of the Belgian Code of Economic Law, it has a withdrawal period of fourteen days from the conclusion of the contract. By requesting immediate performance of the Service during that period, it acknowledges that it loses its right of withdrawal once the Service has been fully performed, and remains liable for the amount corresponding to what was provided up to its withdrawal request.

Customer obligations

The Customer uses the Service in accordance with the law and these terms. It keeps its login details confidential and is responsible for all activity carried out from its account, including by the Users it invites.

It ensures that it holds the necessary rights over the data it imports or enters, in particular the personal data of its own customers and prospects. It shall not circumvent the technical limitations of the Service, disrupt its operation, publish unlawful content on it, or send unsolicited emails from it.

Connected mailbox

When the Customer connects a mailbox, it authorises the Service to read it, to file messages according to its actions and to send messages on its behalf. Messages are sent from the Customer’s mail server: they engage its responsibility and its sender reputation, just as if it were sending them from its usual email software.

Online signature

The Service allows the Customer to have its own customers sign its quotes and contracts online. The publisher provides the tool and keeps a record of the signature: timestamp, document fingerprint, the signatory’s IP address and device.

The publisher is not a party to contracts concluded between the Customer and its customers. The Customer remains solely responsible for their content and for their compliance with the regulations applicable to its business.

AI assistant

In the Plans that include it, and once activated by the Customer, the AI assistant reads the data the User is allowed to see, drafts texts and suggests actions.

A text drafted by the assistant is a suggestion: it is never sent automatically. A suggested action is only carried out after the User confirms it. The assistant can make mistakes; the User reviews what it sends or confirms, and the Customer remains responsible for it.

Availability and maintenance

The publisher uses reasonable means to ensure the availability, security and regular backup of the Service, without guaranteeing uninterrupted availability. Maintenance operations may cause short interruptions, announced whenever possible.

The Service is provided without any guarantee of commercial results.

Data and reversibility

Data entered or imported by the Customer remains its property. It may export it at any time in a standard format.

When the subscription ends, the Customer has thirty days to export its data. It is then deleted, including from backups once their rotation cycle ends, subject to statutory retention obligations.

For the personal data the Customer entrusts to the Service, the Customer is the controller and the publisher acts as processor, under the terms of the data processing agreement, which forms an integral part of these terms. The data the publisher processes on its own behalf is described in the privacy policy.

Liability

The publisher is liable for direct damage resulting from a breach attributable to it. It cannot be held liable for indirect damage, in particular loss of revenue, customers or reputation, nor for loss of data attributable to the Customer or to a third party.

Except in the case of gross negligence or wilful misconduct, the publisher’s total liability, for all damage combined, is capped at the amounts actually paid by the Customer for the subscription during the twelve months preceding the event giving rise to the claim.

Suspension and termination for breach

If a party seriously breaches its obligations, the other party may terminate the contract after a formal notice has remained without effect for fifteen days.

The publisher may suspend a User’s access without notice where the security of the Service or of its other customers so requires, and informs the Customer immediately.

Intellectual property

The Service, its trademark, its interface, its source code and the Modules remain the property of the publisher. The subscription grants the Customer a non-exclusive, non-transferable right of use for its duration.

The Customer’s content and data remain its property. It grants the publisher only the rights necessary to host them and to provide the Service.

Assignment of the contract

The publisher may transfer the contract to a company it controls or that takes over its business. The Customer is informed; its terms, its Credits and its data are carried over unchanged.

Changes to these terms

These terms may be amended. Any substantial change is brought to the Customer’s attention at least one month before it takes effect. A Customer who does not accept a change that is unfavourable to it may terminate the subscription on the date the change takes effect, even during its commitment.

Governing law and jurisdiction

These terms are governed by Belgian law. Any dispute falls within the jurisdiction of the courts of the judicial district of Brussels, subject to mandatory statutory provisions protecting consumers.

For any question about these terms: hello [at] unileva.com.