Terms of Service

B2B SaaS Terms and Conditions — Saubeo SRL (Hoteo service).

These terms and conditions may be available in French, Dutch and English. In the event of a divergence of interpretation, the French version prevails (Article 20.1).

Article 1. Definitions

1.1 Saubeo (or "the Company"): the private limited liability company under Belgian law Saubeo SRL, registered with the Crossroads Bank for Enterprises under number 0704.742.612 (VAT BE 0704.742.612), RLE Liège, with registered office at Rue Rafhay 198, 4630 Soumagne, Belgium. Contact: support@hoteo.be.

1.2 Service: the Hoteo software platform, comprising the web application and associated services, accessible in SaaS mode.

1.3 Customer: the undertaking, legal entity or natural person acting for professional purposes, that creates an Account and accepts these terms and conditions.

1.4 Account: the Customer's organisation space within the Service.

1.5 User: any natural person authorised by the Customer to use the Service through the Account.

1.6 Plan: the subscription formula chosen by the Customer, namely the free "Discovery" ("Découverte") plan or the paid "Pro" plan, as described in the application and on the pricing page.

1.7 Customer Data: all data entered into the Service by or on behalf of the Customer, including data relating to the Customer's own clients.

1.8 DPA: the data processing agreement referred to in Article 11, published at https://app.hoteo.app/legal/dpa, which forms an integral part of these terms and conditions.

Article 2. Scope and acceptance

2.1 The Service is reserved for strictly professional use. By creating an Account, subscribing to a Plan or using the Service, the Customer declares that it is acting exclusively for professional purposes. Provisions specific to consumers do not apply to the relationship between Saubeo and the Customer.

2.2 These terms and conditions apply to all legal relationships between Saubeo and the Customer in connection with the Service, including in particular quotes, offers, purchase orders, subscriptions, invoices and ancillary services.

2.3 These terms and conditions are made available to the Customer in a form that can be consulted, downloaded and printed before acceptance. Acceptance may result in particular from the creation of an Account, the subscription to a paid Plan, express acceptance by ticking a box or, where applicable, the payment of an invoice or the continued use of the Service after they have been made available. Saubeo records the applicable version of the terms and conditions as well as the date and time of their acceptance.

Article 3. Unilateral amendment or addition

3.1 Provisions or conditions that derogate from, amend or supplement these terms and conditions are binding on Saubeo only if Saubeo expressly accepts them in writing.

3.2 The Customer's general or special conditions are excluded, unless expressly accepted in writing by Saubeo.

3.3 The nullity of a provision or part of a provision of the contract affects neither the validity of the remainder of that provision, to the extent permitted by law, nor that of the other provisions of the contract.

Article 4. Purpose and description of the Service

Hoteo is management software intended for heating and sanitary professionals. The Service enables, among other things, the management of clients, sites and boilers, of the schedule and interventions, of quotes and invoices, including electronic invoicing via the Peppol network, of maintenance reminders, payment reminders, bank reconciliation and an AI assistant.

The exact content of each Plan, including the available features and the applicable quotas, is described in the application and on the pricing page.

Article 5. Account, Users, free trial and Discovery Plan

The Customer undertakes to provide accurate, complete and up-to-date information when creating the Account, and to keep it up to date throughout the duration of the contract.

The Customer is responsible for the confidentiality of its credentials, for the use of the Account by its Users and for any use of the Service made through the Account.

The Pro Plan may be subject to a free trial of fourteen (14) days, without a bank card and without commitment.

At the end of the free trial, the Account automatically switches, free of charge, to the "Discovery" Plan, without automatic conversion into a paid subscription. Customer Data remains stored in the Account.

The free trial and the "Discovery" Plan may include limited features as well as a level of support, availability or service different from that of the Pro Plan. Saubeo may modify or withdraw them subject to reasonable notice, in compliance with the applicable mandatory obligations.

Article 6. Prices, invoicing and payment

6.1 The prices applicable to the Pro Plan are those indicated in the application, on the pricing page or, where applicable, in any offer or quote accepted by Saubeo. Unless stated otherwise, prices are expressed in euros and exclusive of VAT.

6.2 Unless otherwise stipulated, the Pro Plan is invoiced monthly or annually in advance, according to the periodicity chosen by the Customer, via the payment provider designated by Saubeo.

6.3 Invoices are made available in the application and may, where applicable, be transmitted to the Customer via the Peppol network or by any other appropriate electronic means.

6.4 Every invoice is payable on its due date. In the event of non-payment, Saubeo sends the Customer a reminder or formal notice.

6.5 Failing regularisation within fourteen (14) days of the sending of a formal notice, Saubeo may suspend all or part of the access to the Service or terminate the contract under the conditions provided for herein, without prejudice to its right to payment of the amounts due.

6.6 Unpaid amounts bear interest in accordance with the Belgian Law of 2 August 2002 on combating late payment in commercial transactions.

6.7 In addition, in the event of persistent non-payment, Saubeo may claim a reasonable fixed compensation for recovery costs, provided that it is proportionate to the damage and costs actually incurred.

6.8 Saubeo may revise its prices for the future subject to notification at least one (1) month before the next due date, by e-mail and/or by message in the application. If the Customer refuses the new price, it may terminate its subscription free of charge before the new price takes effect. Failing termination before that date, the new price applies as from the following due date.

Article 7. Duration, renewal and termination

The Pro Plan is concluded for the period chosen by the Customer, monthly or annual, and is tacitly renewed for identical periods.

The Customer may terminate its Pro subscription at any time with effect from the end of the current period, from within the application, via Settings → Subscription. Termination takes effect on the due date, without compensation, and the Account then switches to the "Discovery" Plan.

Either party may terminate the contract by operation of law in the event of a serious breach by the other party that is not remedied within fifteen (15) days of a written formal notice.

Article 8. Suspension

Saubeo may suspend access to the Service, in whole or in part, in the event of persistent non-payment after formal notice, of unlawful or abusive use or use compromising the security or integrity of the Service, or where a legal obligation so requires.

Except in cases of urgency or reasonable impossibility, Saubeo gives prior notice of the envisaged suspension and allows the Customer a reasonable period to remedy the situation.

Suspension does not release the Customer from the amounts due.

Article 9. Service levels and support

Saubeo uses reasonable efforts to ensure availability of the Service twenty-four hours a day, seven days a week, without guaranteeing uninterrupted availability or the total absence of errors.

Planned maintenance windows are announced as far as possible in advance and, where possible, scheduled outside Belgian business hours.

Support is provided by e-mail, in French and in English, during Belgian business days.

Article 10. Customer Data and reversibility

10.1 Customer Data remains the property of the Customer. Saubeo uses it only to the extent necessary for the provision, security, maintenance and improvement of the Service, in accordance with these terms and conditions and the DPA.

10.2 The Customer may export all of its data from the application, via Settings → My data, in the formats and archives offered by Saubeo at the time of export.

10.3 The termination or expiry of the subscription does not, in itself, entail the automatic deletion of Customer Data, except in the case of a separate deletion of the Account or the organisation.

10.4 The deletion of the Account or the organisation is separate from the termination of the subscription. Where offered in the application, it becomes irreversible after confirmation in accordance with the process provided for by Saubeo, in particular by means of a link sent to the e-mail address of the requesting administrator.

10.5 The Customer acknowledges that it is responsible for complying with its own legal retention obligations, in particular accounting, tax and administrative obligations, and for carrying out any useful export prior to deletion.

10.6 After confirmed deletion, Saubeo no longer retains Customer Data, subject to the data that Saubeo must retain to satisfy its own legal, accounting, tax, evidentiary or security obligations, as well as temporary residual copies contained in technical backups during their normal rotation cycle, not exceeding thirty (30) days unless otherwise required by law.

Article 11. Personal data protection and DPA

The processing of personal data carried out by Saubeo as controller is described in the privacy policy accessible via https://app.hoteo.app/legal/confidentialite.

For the personal data contained in Customer Data, the Customer acts as controller and Saubeo as processor.

These processing operations are governed by the DPA published at https://app.hoteo.app/legal/dpa, which forms an integral part of these terms and conditions and is accepted together with them.

Article 12. Intellectual property

The Service, its structure, code, interfaces, documentation and all of their components are and remain the exclusive property of Saubeo or its licensors.

Subject to compliance with these terms and conditions, Saubeo grants the Customer a non-exclusive, non-transferable and non-sublicensable right of use, limited to the duration of the contract and to the Customer's internal professional needs.

The Customer shall refrain from reselling, renting or making the Service available to third parties, from substantially extracting its content or from reverse engineering outside the mandatory legal exceptions. Improvement suggestions submitted by the Customer may be freely implemented by Saubeo.

Article 13. Customer obligations and AI assistant

The Customer warrants that the use of the Service, the content entered, the documents issued and the dispatches made by means of the Service comply with applicable law, in particular tax, accounting and data protection obligations towards its own clients. The Customer remains solely responsible for the content of the quotes, invoices, letters, reminders, replies and messages it issues, including where they are prepared, completed, reformulated or suggested by the AI assistant.

The AI assistant is a drafting and analysis aid. It provides neither legal, tax nor accounting advice, nor regulatory validation, and no generated output is guaranteed to be accurate, complete, error-free, up to date or suited to the Customer's particular situation.

Any generated suggestion or output must be verified, validated and, where necessary, corrected by the Customer or by a competent professional before any use, sending, signature, communication to a third party, filing or issuance of a document. The Customer is responsible for any decision taken or action carried out on the basis of these outputs, must inform its Users of these limits, and each User is deemed informed, when using this feature, that they are interacting with an artificial intelligence.

Article 14. Third-party services

14.1 Certain features of the Service rely in whole or in part on third-party services, in particular the Peppol network via a certified access point, the bank connection via Ponto or Isabel Group, payment via Stripe, the sending of e-mails and SMS via Brevo and the AI assistant via Mistral AI.

14.2 Certain features may depend on the availability, interfaces, contractual terms, technical restrictions or policies of these third-party providers.

14.3 The availability and operation of these services are the responsibility of their respective operators. Except in the case of Saubeo's own fault, Saubeo is not liable for unavailability, delays, errors, access restrictions or changes attributable to these third-party providers.

14.4 Saubeo may replace these providers with equivalent providers or modify the technical integration arrangements for operational, security, compliance or service continuity reasons.

Article 15. Liability

Within the limits permitted by Belgian law, the limitations and exclusions provided for in this article do not apply in the event of wilful misconduct, fraud, gross negligence, injury to physical integrity, or in cases where the law prohibits excluding or limiting liability. Nor may they be interpreted as depriving the contract of its substance or as exonerating Saubeo from the non-performance of its essential obligations in cases where such exoneration would be prohibited.

Subject to the foregoing, Saubeo's total liability, all causes combined, is limited to the amount of the fees paid by the Customer during the twelve (12) months preceding the event giving rise to liability. For an Account exclusively using the "Discovery" Plan or the free trial, this overall cap is limited to two hundred and fifty (250) euros. Saubeo is not liable for indirect damage, such as loss of turnover, loss of clientele, loss of opportunity, loss of data not attributable to a breach by Saubeo of its own backup obligations, or damage to reputation. Nor is Saubeo liable for damage resulting from non-compliant use of the Service, from a fault of the Customer or its Users, from inaccurate data provided by them, or from unavailability attributable to a third party, to the Internet, to an infrastructure provider or to a third-party service referred to herein, except in the case of Saubeo's own fault.

Article 16. Force majeure

Neither party is liable for a delay or non-performance resulting from an event of force majeure within the meaning of Belgian law, including a widespread failure of an infrastructure provider, a major cyberattack or a decision of an authority. The performance of the affected obligations is suspended for the duration of the event. If the event exceeds sixty (60) days, either party may terminate the contract without compensation by written notice.

Article 17. Amendment of the terms and conditions

Saubeo may amend these terms and conditions for legitimate reasons, in particular due to a legal or regulatory development, security requirements, a technical development, a functional evolution of the Service or the organisation of its activity. Non-substantial amendments may take effect immediately or on the date indicated. Substantial amendments are notified at least thirty (30) days before they take effect, to the administrator e-mail address of the Account and/or by message in the application. If the Customer refuses a substantial amendment, it may terminate its paid subscription free of charge before it takes effect. Failing this, use of the Service after the entry into force constitutes acceptance. Each version is dated; previous versions are archived and available on request.

Article 18. Evidence

The registers, journals, logs, technical records, metadata, timestamps, electronic acknowledgements, connection traces, IP addresses, acceptance histories, captures or versionings of the acceptance journey and other records kept by or on behalf of Saubeo may be produced in court and constitute evidence until proven otherwise. The recording of the applicable version of the terms and conditions, of the date and time of acceptance, of the identifier of the Account or User concerned and, where applicable, of the IP address or an equivalent technical identifier, constitutes admissible evidence of acceptance by clickwrap or of any other electronic acceptance. Saubeo may keep a copy or a technical fingerprint of the accepted version.

Article 19. Miscellaneous provisions

The nullity or unenforceability of a stipulation does not affect the validity of the other stipulations. The fact that a party does not avail itself of a right does not constitute a waiver. The Customer may not assign the contract without Saubeo's prior written consent. Saubeo may assign the contract or all or part of its rights and obligations in the context of a reorganisation, a merger, a transfer of a branch of activity or a transfer of assets related to the Service. Unless the Customer objects in writing beforehand, Saubeo may mention the Customer's trade name as a commercial reference.

Article 20. Language, applicable law and jurisdiction

20.1 These terms and conditions may be available in French, Dutch and English. In the event of a divergence of interpretation, the French version prevails.

20.2 These terms and conditions are governed by Belgian law.

20.3 Any dispute relating to their validity, interpretation, performance or termination falls within the exclusive jurisdiction of the Enterprise Court of Liège, Liège division, without prejudice to the rules provided for in Article 624 of the Belgian Judicial Code.

Annex — Data processing agreement

The data processing agreement concluded between the Customer, as controller, and Saubeo, as processor, published at https://app.hoteo.app/legal/dpa, forms an integral part of these terms and conditions.