Terms and conditions of sale

1. Definitions and acceptance

These Terms and conditions of sale (“Terms”) govern the relationship between Toutatis Limited (“Toutatis”, “we”, “us”) and the customer (“you”, “Client”) when you purchase or use our services.

Services include: hosted Toutatis ERP (Dolibarr-based), the Toutatis Connect mobile application, proprietary modules and connectors, Peppol e-invoicing, HR time-tracking tools, managed hosting, consulting, migration and custom development.

By placing an order via the client portal, signing a quote, clicking to accept online, or using paid services after being notified of these Terms, you agree to be bound by them. If you do not agree, do not use our paid services.

Browsing toutatis.eu is also subject to the acceptable-use rules in section 4. In case of conflict between these Terms and a signed specific contract or order form, the specific contract prevails.

2. Services covered

Subject to your selected plan and modules, we may provide:

• Toutatis ERP — managed Dolibarr instance, updates, backups and EU/EEA hosting.
• Toutatis Connect — mobile app licence and API connectivity to your instance.
• Toutatis HR time clock — time tracking, kiosk mode and compliance-oriented workflows.
• Storecove Peppol — electronic invoice send/receive inside Dolibarr.
• Totatus Bridge, TakePOS Hub, BankMatch AI, TotBookCal, VIES Export, Fiscal Control, TotLeadHub, TotDashboard, Email Builder and other Toutatis modules.
• Consulting — analysis, implementation, training, migration and change management.
• Custom development — bespoke modules, integrations and automation (n8n, APIs).

3. Website and acceptable use

When using toutatis.eu or our hosted platforms, you agree not to:

• Attempt unauthorised access to our systems, other clients’ instances or third-party data.
• Upload malware, send spam, abuse API rate limits or automate form submissions.
• Use hosted ERP or modules for unlawful content, sanctions evasion, or infringement of third-party rights.
• Reverse-engineer, resell or sublicense the service except as expressly permitted (e.g. partner programme).
• Misrepresent your identity or authority when contacting us or creating accounts.

4. Ordering and contract formation

Orders may be placed through the client portal (Stripe checkout), a written quote accepted by you, or a signed service agreement. A contract is formed when we confirm activation, provision an instance, or accept your signed order — whichever is applicable to the channel used.

You warrant that information provided (company details, VAT, billing contact) is accurate and that you have authority to bind your organisation.

Free trials or starter tiers, if offered, may convert to paid subscriptions automatically unless cancelled within the stated trial period.

5. Prices, billing and payment

Prices are shown in the portal or quote in euros unless otherwise stated, exclusive of VAT where applicable. VAT is applied according to your billing country and valid VAT number.

Subscriptions renew automatically for successive periods equal to the billing cycle (monthly or annual) unless cancelled before the renewal date. Invoices and receipts are issued electronically.

Payments are processed by Stripe. Failed payments may result in suspension after reasonable notice. We may adjust prices for renewal terms with advance notice as required by law or contract.

Consulting and custom work are billed per quote (fixed price, time & materials, or retainer) as specified in the order.

6. Cloud ERP hosting and service levels

We provide commercially reasonable efforts to keep hosted instances available and secure. Planned maintenance is announced when practicable. We do not guarantee uninterrupted availability unless a separate SLA is signed.

You receive administrator access to your instance within the scope of your plan. You are responsible for user management, password policy, and lawful use by your staff.

We apply security patches to the managed stack; you are responsible for testing customisations and third-party modules not supplied by Toutatis after we notify you of major upgrades.

7. Mobile application — Toutatis Connect

We grant you a non-exclusive, non-transferable licence to use Toutatis Connect for the term of your subscription, solely to connect to ERP instance(s) you are authorised to use.

The app is provided via Apple App Store and Google Play; platform terms also apply. You are responsible for devices, mobile data costs and compliance with app-store policies.

Offline mode caches data locally; you must secure lost or stolen devices and revoke access via ERP user management when staff leave.

8. Modules and third-party services

Some modules rely on third-party services (Storecove for Peppol, Stripe/Mollie/GoCardless for payments, calendar OAuth providers, banking aggregators, marketplace APIs). Availability and pricing of those services are subject to the third party’s terms.

You must obtain any registrations required (Peppol participant ID, payment provider accounts, government credentials for HR integrations) and pay third-party fees directly where applicable.

We configure integrations on your instructions; we are not liable for changes imposed by third-party APIs, network operators or regulators.

9. HR time tracking — compliance

Toutatis HR time clock provides tooling for clock events, kiosk mode, access control and audit trails oriented toward EU labour-law workflows. It does not replace legal advice.

You remain solely responsible for employment law compliance, employee information, works-council obligations, data retention periods, and filings with authorities (e.g. Dimona, Checkin@Work).

We make no warranty that default configuration satisfies all sector-specific rules in your jurisdiction without customisation.

10. Peppol and e-invoicing

Peppol services depend on network availability, correct participant registration and accurate invoice data you supply. You are responsible for legal compliance of invoice content, VAT treatment and archiving rules in your country.

Storecove and Peppol network operators may log transmission metadata. Rejection or delay of a document does not relieve you of underlying tax or contractual obligations toward your trading partners.

11. Consulting and custom development

Consulting deliverables (documentation, training, migration scripts) are defined in the quote. Unless agreed otherwise, custom code is licensed for use with your Toutatis/Dolibarr instance; ownership of bespoke work is as stated in the signed order (typically Client ownership with a licence back to us for maintenance, or joint handling as documented).

Estimates are non-binding unless marked fixed-price. Client delays in providing access, data or decisions may shift timelines and costs.

12. Data ownership, backups and portability

You own the business data you enter into your ERP instance. We process it only to provide the services and as described in our Privacy policy.

We perform regular backups for disaster recovery; you should maintain your own exports for critical compliance archives. On termination, we provide a reasonable export window; thereafter data may be deleted from production and rolling backups.

13. Intellectual property

Toutatis trademarks, documentation, proprietary module code and the Toutatis Connect app remain our property or that of our licensors. Dolibarr and other open-source components are licensed under their respective open-source licences.

You may not remove proprietary notices, redistribute our modules outside your licensed instance, or claim authorship of our pre-existing materials incorporated into custom projects except as agreed in writing.

14. Support and maintenance

Support channels (email, chat, portal) and response targets depend on your plan. Support covers the managed stack and Toutatis modules; third-party plugins installed without our involvement may be best-effort only.

Feature requests and roadmap priorities are handled commercially; we may update or discontinue non-core features with reasonable notice for subscribed clients.

15. Suspension and termination

Either party may terminate per the billing cycle or contract term. You may cancel subscriptions via the portal or by written notice before renewal.

We may suspend or terminate immediately for non-payment after notice, material breach, unlawful use, or risk to platform security. Upon termination, access ceases at the end of the paid period except export windows stated in section 12.

Fees already paid are non-refundable except where mandatory consumer law or an explicit SLA credit applies. Downgrades take effect at the next billing period.

16. Warranties and liability

Services are provided with professional skill and care but “as is” to the extent permitted by law. We do not warrant uninterrupted operation, error-free customisations, or fitness for a particular regulatory outcome without explicit written acceptance.

To the maximum extent permitted by law, our aggregate liability for direct damages arising from a subscription year is limited to the fees paid by you for that service in the twelve months preceding the claim. We are not liable for indirect, consequential, lost profit or data-loss damages except where mandatory law prohibits exclusion (including fraud or gross negligence).

You indemnify us against claims arising from your data, your users’ unlawful acts, or your breach of these Terms, except to the extent caused by our wilful misconduct.

17. Privacy

Our Privacy policy describes personal data processing. By using the services you acknowledge that staff and contact data you upload may include personal data for which you act as controller.

18. Force majeure

Neither party is liable for delay or failure due to events beyond reasonable control (network outages, war, natural disaster, government action, widespread third-party service failure), provided reasonable mitigation efforts are made.

19. Changes

We may update these Terms for legal, security or product reasons. Material changes to active subscriptions will be notified with reasonable advance notice; continued use after the effective date constitutes acceptance unless you cancel before renewal.

20. Governing law and disputes

These Terms are governed by the laws applicable to the registered office of the supplier in the European Union, without prejudice to mandatory consumer protection rules in your country of residence if you qualify as a consumer.

Courts of competent jurisdiction at the supplier’s registered office may hear disputes unless mandatory law provides otherwise. We prefer good-faith negotiation before litigation.

21. Contact

Contract and billing questions: info@toutatis.eu · +32 485 12 36 33