Terms and Conditions

1. Agreement to Terms

By accessing Invoro's website, creating an account, or using our e-invoicing compliance services, you agree to be bound by these Terms and Conditions, our Privacy Policy, and all applicable laws and regulations.

If you do not agree with any of these terms, you must not use our services. These terms constitute a legally binding agreement between you (the "Customer" or "you") and Procyon Web S.àr.l.-S ("Invoro," "we," "us," or "our").

2. Service Description

Invoro provides a cloud-based e-invoicing compliance platform that enables European small and medium-sized enterprises (SMEs) to:

• Create and manage electronic invoices
• Transmit invoices through the Peppol network
• Receive invoices from the Peppol network (always free)
• Access e-invoicing compliance tools and validation
• Integrate with third-party business systems via API
• Submit invoices through multiple channels (web portal, API, email with AI processing)

We provide Peppol-compliant invoice formatting and validation. Our service facilitates compliance with EU e-invoicing regulations, including the ViDA directive and country-specific requirements.

3. Account Registration and KYB Verification

To use Invoro's services, you must:

• Create an account with accurate and complete information
• Complete our Know Your Business (KYB) verification process
• Provide business registration documents and legal representative information
• Maintain the security and confidentiality of your account credentials
• Be at least 18 years old and authorized to bind your business to these terms

Account Responsibility: You are responsible for all activities that occur under your account. You must notify us immediately of any unauthorized use or security breach at hello@invoro.lu.

KYB Verification: We use third-party services to verify your business identity and comply with anti-money laundering (AML) regulations. Failure to complete KYB verification or providing false information may result in account suspension or termination.

4. Subscription Plans and Pricing

Invoro offers multiple subscription tiers with the following structure:

Pricing Structure

• Free Plan: Available with limited features and invoice volume
• Starter Plan: €15/month (includes up to 15 sent invoices)
• Professional Plan: €39/month (includes up to 50 sent invoices)
• Business Plan: €99/month (includes up to 150 sent invoices)
• Setup Fee: €50 one-time fee (non-refundable)
• Additional Credits: €5 per pack for extra invoices beyond plan limits

Plan Features

• All paid plans include full feature access (no feature restrictions between tiers)
• Plans differ only in monthly invoice sending volume
• Receiving invoices is always free and unlimited
• Sandbox environment available for testing

Billing Options

• Monthly Billing: Charged in advance on a monthly basis
• Annual Billing: Charged in advance with 2 free months (equivalent to 10 months pricing for 12 months service)
• Some plans may be available for annual billing only

Current pricing is available at invoro.com/pricing. We reserve the right to change pricing with 30 days notice to existing customers.

5. Payment Terms

Billing

• All subscription fees are billed in advance (monthly or annually)
• Payment is due immediately upon subscription or renewal
• We accept credit cards, debit cards, and other payment methods as indicated during checkout
• You authorize us to charge your payment method automatically for recurring subscriptions

Refunds

• Setup Fee: Non-refundable once paid
• Subscription Fees: Pro-rated refunds available upon cancellation (unused portion of current billing period)
• Additional Credits: Non-refundable once purchased
• No Trial Period: We offer a free plan and sandbox environment instead of a trial period

Additional Credits

• Extra invoice credits are valid for 1 year from purchase date
• Credits are non-refundable and non-transferable
• Unused credits expire after 1 year

Failed Payments

If a payment fails, we will attempt to charge your payment method up to three times. If payment cannot be collected, your account may be suspended until payment is received. We are not responsible for any fees your bank or payment provider may charge for failed transactions.

6. Usage Limits and Overages

Each subscription plan includes a specific number of invoices you can send per month. When you reach your plan's limit:

• Invoice Creation: You can continue creating invoices
• Invoice Sending: Sending will be blocked until you purchase additional credits or upgrade your plan
• 80% Warning: We will send an optional notification when you reach 80% of your monthly allowance
• No Automatic Upgrades: We do not automatically upgrade your plan or charge for overages

You are responsible for monitoring your usage and purchasing additional credits or upgrading before reaching your limit if uninterrupted service is required.

7. Service Availability

We strive to provide high availability and reliable service. However:

• We provide our service on a best efforts basis
• We aim for high availability but do not guarantee specific uptime percentages or service level agreements (SLA)
• Scheduled maintenance windows will be announced in advance when possible
• We are not liable for service interruptions caused by factors outside our control

For detailed information about our infrastructure and security practices, please visit our Security & Compliance page.

8. Warranties and Disclaimers

Service Warranties

We warrant that we will:

• Make best efforts to deliver invoices through the Peppol network
• Validate invoice formatting for Peppol compliance
• Process your data in accordance with our Privacy Policy
• Use commercially reasonable efforts to maintain service security

Disclaimers

Invoice Delivery: While we make best efforts to deliver invoices through the Peppol network, successful delivery depends on recipient systems and network availability. We cannot guarantee that all invoices will be successfully received by recipients.

Format Compliance Only: Invoro provides Peppol-compliant invoice formatting and validation. We validate that invoices meet Peppol technical specifications. However:

• We are not responsible for invoice content accuracy
• We do not verify that invoices comply with country-specific tax laws
• We do not provide legal or tax advice
• You remain responsible for ensuring your invoices comply with applicable tax regulations and business requirements

AS-IS Service

Except as expressly stated in these terms, our service is provided "AS IS" and "AS AVAILABLE" without warranties of any kind, either express or implied, including but not limited to warranties of merchantability, fitness for a particular purpose, or non-infringement.

9. User Responsibilities

As a user of Invoro's services, you are responsible for:

Data Accuracy

• Ensuring all invoice data you submit is accurate, complete, and truthful
• Verifying recipient information before sending invoices
• Maintaining accurate business and contact information in your account

Legal Compliance

• Complying with all applicable tax laws and e-invoicing regulations
• Ensuring your invoices meet country-specific requirements
• Maintaining proper business records and documentation
• Complying with Peppol network rules and regulations

Account Security

• Keeping your login credentials secure and confidential
• Not sharing your account with unauthorized users
• Notifying us immediately of any security breaches

10. API Usage and Acceptable Use Policy

API Usage

If you use Invoro's API, the following terms apply:

• Rate Limits: Reasonable use policy - we do not impose strict rate limits but monitor for abuse or excessive usage patterns
• API Keys: Must be kept secure and not shared publicly or with unauthorized parties
• Responsibility: You are responsible for all API calls made with your credentials

Prohibited Activities

You may not use Invoro's services (including API) to:

• Engage in automated scraping or data harvesting
• Share or resell your API access to third parties
• Build or operate competing e-invoicing services
• Make excessive failed authentication attempts
• Violate Peppol network rules or regulations
• Transmit malicious content, spam, or fraudulent invoices
• Send invoices on behalf of third parties without proper authorization
• Conduct bulk testing that overloads our systems
• Attempt to bypass usage limits or security controls
• Reverse engineer, decompile, or disassemble our software
• Use the service for any illegal purpose or in violation of any laws

Enforcement: Violation of this Acceptable Use Policy may result in immediate account suspension or termination without refund.

11. Intellectual Property

Our Property

Invoro retains all rights, title, and interest in:

• The Invoro platform, software, and technology
• Our trademarks, logos, and branding
• Documentation, guides, and educational materials
• Any improvements or enhancements we make to the service

Your Property

You retain all rights to:

• Your business data and invoice content
• Your customer information and business records

By using our service, you grant us a limited license to process, store, and transmit your data solely for the purpose of providing our services as described in our Privacy Policy.

12. Limitation of Liability

To the maximum extent permitted by Luxembourg law:

Liability Cap

Our total liability to you for any claims arising from or related to these terms or your use of our services is limited to the total amount of subscription fees you paid to us in the 12 months preceding the event giving rise to liability.

Exclusions

We are not liable for:

• Indirect, incidental, special, consequential, or punitive damages
• Loss of profits, revenue, data, or business opportunities
• Service interruptions or delays
• Errors or inaccuracies in invoice content you provide
• Failed invoice delivery due to recipient system issues or Peppol network problems
• Your failure to comply with tax laws or regulatory requirements
• Damages caused by your violation of these terms
• Issues arising from third-party services or integrations

This limitation applies even if we have been advised of the possibility of such damages.

13. Termination

Termination by You

You may cancel your subscription at any time through your account settings or by contacting hello@invoro.lu. Cancellation will be effective at the end of your current billing period. You will receive a pro-rated refund for any unused portion of your subscription (excluding setup fees and additional credits).

Termination by Invoro

We reserve the right to suspend or terminate your account immediately without refund if:

• You violate these Terms and Conditions or our Acceptable Use Policy
• You fail KYB verification or provide false information
• We detect fraudulent activity or abuse of our services
• Required by law or regulatory authorities
• We discontinue the service (with 30 days notice when possible)
• Force majeure circumstances make service provision impossible

Data Retention After Termination

After account termination:

• We will retain invoice data for 10 years as required by Luxembourg and EU tax regulations
• Other data will be handled according to our Privacy Policy
• You may request a copy of your data before termination
• Access to the platform and your data will be revoked upon termination

14. Pre-Launch and Launch Promotions

Waitlist Terms

If you join our pre-launch waitlist:

• Waitlist registration does not create any service obligation or guarantee
• We do not guarantee a specific launch date or priority access timing
• Waitlist members will receive priority notification when the service launches
• You may unsubscribe from the waitlist at any time

Launch Week Promotion

Customers who sign up during our official launch week will receive:

• €50 in free credits for additional invoice sending
• Price lock guarantee: Your subscription price will not increase even if we raise prices in the future (as long as you maintain an active subscription)
• Credits are subject to standard terms (valid for 1 year, non-refundable)

We will announce launch week dates via email and on our website. Promotion terms are subject to change.

15. Changes to Terms

We may update these Terms and Conditions from time to time to reflect:

• Changes to our services or features
• Legal or regulatory requirements
• Business or operational changes

Notification Process

When we make changes to these terms:

• We will provide 30 days notice before changes take effect
• Notice will be sent via email to your registered account email address
• Updated terms will be posted on our website with the "Last updated" date
• The platform will display the new terms and request your acceptance

Acceptance

If you do not object to the changes within 30 days of notification, the new terms will be deemed accepted. If you object to the changes, you may terminate your account as described in Section 13, and we will provide a pro-rated refund for any unused subscription period.

16. Dispute Resolution

Informal Resolution

If a dispute arises, we encourage you to first contact us at hello@invoro.lu to seek an informal resolution.

Arbitration

If informal resolution is unsuccessful, disputes shall first be submitted to arbitration in accordance with Luxembourg arbitration rules before proceeding to court litigation.

Jurisdiction and Venue

Any disputes that cannot be resolved through arbitration shall be subject to the exclusive jurisdiction of the courts of Luxembourg. Legal proceedings will be conducted in French, which is the predominant language for legal matters in Luxembourg.

17. Force Majeure

We shall not be liable for any failure or delay in performing our obligations under these terms if such failure or delay is due to circumstances beyond our reasonable control, including but not limited to:

• Acts of God, natural disasters, or extreme weather
• War, terrorism, civil unrest, or government actions
• Strikes, labor disputes, or supplier failures
• Internet or telecommunications failures
• Cyber attacks or security incidents
• Pandemics or public health emergencies
• Peppol network outages or failures

In the event of force majeure lasting more than 30 days, either party may terminate the agreement with written notice.

18. Governing Law

These Terms and Conditions are governed by and construed in accordance with the laws of the Grand Duchy of Luxembourg, without regard to its conflict of law provisions.

The United Nations Convention on Contracts for the International Sale of Goods (CISG) does not apply to these terms.

19. Miscellaneous

Entire Agreement

These Terms and Conditions, together with our Privacy Policy and any other policies referenced herein, constitute the entire agreement between you and Invoro regarding your use of our services.

Severability

If any provision of these terms is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary, and the remaining provisions will remain in full force and effect.

Waiver

Our failure to enforce any right or provision of these terms will not be deemed a waiver of such right or provision.

Assignment

You may not assign or transfer these terms or your account without our prior written consent. We may assign these terms without restriction.

Language

These terms are written in English. Any translations are provided for convenience only. In case of conflict, the English version prevails.

20. Accessibility

Invoro is committed to making our e-invoicing platform accessible to all users, including those with disabilities. We strive to provide an inclusive digital experience that allows everyone to access our services effectively.

Our Commitment

We are working to ensure that our platform:

• Can be navigated using keyboard controls
• Works with screen readers and assistive technologies
• Uses clear and readable fonts
• Provides sufficient color contrast
• Includes descriptive labels and instructions
• Offers alternative text for images and visual content

Ongoing Improvements

We are continuously improving the accessibility of our platform. While we work toward full compliance with Web Content Accessibility Guidelines (WCAG) 2.1 Level AA, we acknowledge that some areas may still need enhancement.

Feedback and Assistance

If you encounter any accessibility barriers while using Invoro, or if you need assistance accessing any content or features, please contact us:

21. Contact Information

If you have any questions about these Terms and Conditions, please contact us: