Terms of Service

These Terms are between TOTO ("TOTO-Flow") and the business that orders or uses our services ("Customer"). By signing an order, accepting a quote or using the services you agree to these Terms. If you accept for a company, you confirm you have authority to bind it.

TOTO-Flow provides software-based operations services described on our website and in your order. We may improve or change features; we will not materially reduce the core functionality of a paid service during a paid term without notice and a fair remedy.

Fees are in euros and exclude VAT and other taxes, which are added where applicable. Monthly plans and services renew automatically each month until cancelled and are billed in advance.

A custom one-time fee may be agreed for a project. It is set out in a written quote that states the scope, deliverables and price. Work begins once you accept the quote, and the one-time fee is invoiced as stated in the quote.

Payment is by card, PayPal or bank transfer. Invoices are due within 14 days unless the order says otherwise. We may suspend services for overdue amounts after reasonable notice. Late amounts may bear statutory interest.

You may cancel a monthly service at any time; cancellation takes effect at the end of the current billing month and fees already paid are not refunded, except where required by law. One-time fees are non-refundable once work has started, except for deliverables that materially fail the agreed scope and are not corrected within a reasonable period.

You are responsible for the accuracy and legality of the data you connect, for obtaining the consents and notices needed to use it with the services (including consent to record calls where required), for keeping credentials secure, and for use of the services by your users. You must follow our Acceptable Use Policy.

You own your data. You grant us a limited licence to process it to provide the services. We process personal data under our Data Processing terms and Privacy Policy. We do not use your data to train models shared with other customers.

We and our licensors own the services, software, documentation and brand. We grant you a limited, non-exclusive, non-transferable right to use the services during the term for your internal business purposes. Outputs generated for you from your data are yours to use. You may not copy, reverse engineer or resell the services except as the law allows.

Each party will protect the other's non-public information with reasonable care, use it only for the purposes of the agreement, and disclose it only to people who need it and are bound by similar duties, or as required by law. These duties continue for three years after the agreement ends, and for trade secrets as long as they remain secret.

We will provide the services with reasonable skill and care. Outputs from automated and analytical features can contain errors, and are decision support, not professional advice. You are responsible for reviewing them before relying on them, especially for financial, legal, tax, regulatory and hiring decisions.

Except as stated in this agreement, and to the extent the law allows, the services are provided as is and we disclaim implied warranties.

Nothing limits liability that cannot be limited by law, including for intent, gross negligence, or death or personal injury. Otherwise, neither party is liable for indirect or consequential loss, lost profits or lost revenue, and each party's total liability in any twelve-month period is limited to the fees paid or payable by the Customer for the affected services in that period.

You will defend us against third-party claims arising from your data or your use of the services in breach of these Terms or the law. We will defend you against third-party claims that the services, as provided by us, infringe that third party's intellectual property rights, subject to prompt notice and cooperation.

The agreement runs until terminated. Either party may terminate for the other's material breach that is not remedied within 30 days of written notice, or immediately for insolvency. On termination we make your data available for export for 30 days and then delete it as set out in our Data Processing terms.

We may update these Terms. We will give at least 30 days' notice of material changes to active customers by email or in-product notice. If you object, you may cancel before they take effect.

Entire agreement; no assignment without consent (except to a successor of the business); severability; no waiver; notices by email to the addresses on the order. Neither party is liable for delay caused by events beyond its reasonable control.

Governing law and courts: [governing law and jurisdiction to be confirmed]. Mandatory consumer or local protections that cannot be waived continue to apply.

Contact: info@totoflow.us.